Terms & Conditions

Last Updated: March 22, 2023

The Emerson Collective LLC d/b/a The Narwhal Project (“Narwhal,” “we,” and “our”) owns and operates digital products including: www.thenarwhalproject.com; newsletters and other content we deliver via email; and social media pages (collectively, the “Services”). Your use of the Services is subject to the terms, conditions, and disclaimers set forth below; to our Privacy Policy; and to all applicable laws and regulations. In addition, Narwhal reserves the right to terminate access to the Services for any reason, and to take any other actions that we, in our sole discretion, believe to be in the interest of the company and some or all of its users and customers. Narwhal reserves the right to modify these disclaimers, terms, and conditions of access, without advance notice.

Please note that our Services are under constant development. This Agreement may therefore be modified and updated on an ongoing basis. Please check back to this page regularly.

Access

In order to access our Services you must be:

At least eighteen years old;
Have the legal right to form a binding contract in your country of residence; and
Not have been banned from our Services.

Access to the Services does not create a professional services relationship or any other relationship with Narwhal. The Services are provided solely for your personal, non-commercial use.

Account Credentials and Security

You must create an account to use our Services. Accounts consist of a username and password. Your username must match the name you provide at sign-up. While the password you use is up to you, we encourage you to use a strong password that is unique to your Narwhal account and to never share your password with others. You are solely responsible for safeguarding the confidentiality and security of your account. You agree to immediately change your password and notify us at help@thenarwhalproject.com if you suspect or become aware of any unauthorized use of your Credentials or any other breach of security related to the Services. We reserve the right to require you to alter your Credentials if we believe that they are no longer secure. You agree that we will not be liable for any loss or damage arising from your failure to adequately safeguard your Credentials. Every user must have their own account. You may not share an account with nor impersonate another individual. You are solely responsible for all activities that occur during use of your account.

User Submission Policy

The Services may allow users to upload, submit, and/or post images, text, video, profile information, comments, letters to the editor, e-mails, or other data and information (“User Submissions”). By uploading, creating, or submitting User Submissions to or on the Services, or to Narwhal through any other means:

You affirm, represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any User Submissions that you submit, post or display on or through the Services. You agree that such User Submissions will not contain material subject to copyright or other proprietary rights, unless you have necessary permission or are otherwise legally entitled to post the material and to grant Narwhal the license described above.
You affirm, represent and warrant that you own the right to utilize, to license and to sublicense the User Submissions;
Not have been banned from our Services.
You grant to Narwhal, and anyone authorized by Narwhal, a non-exclusive, worldwide, paid-up, royalty-free, irrevocable, perpetual license, including right of sublicense, to use, copy, process, adapt, modify, display, distribute, perform, reproduce in whole or in part, and modify the User Submissions in any medium or any manner, in whole or part (whether now known or hereafter developed) This license authorizes us to make your User Submissions available for derivative use, and to let others do the same. You agree that this license includes the right for Narwhal to provide, promote, and improve the Services and to make User Submissions submitted to or through the Services available to other companies, organizations or individuals for the syndication, broadcast, distribution, sharing, promotion or publication of such User Submissions on other media and services, subject to our terms and conditions. Such additional uses by Narwhal, or other companies, organizations or individuals, is made with no compensation paid to you with respect to the User Submissions that you submit, post, transmit or otherwise make available through the Services as the use of the Services by you is hereby agreed as being sufficient compensation for the User Submissions and grant of rights herein.
You grant to each user of the Services a non-exclusive license to access the User Submissions through the Services and to use, reproduce, distribute, display and perform such User Submissions as permitted through the functionality of the Services and under this Agreement;
You acknowledge and agree that Narwhal may elect, without notice, to distribute or make available the User Submissions via RSS or other automated or programmatic means.
You acknowledge and agree that User Submissions may be permanently maintained on Narwhal’s servers.
You acknowledge that Narwhal is not responsible for, and cannot prevent, the publication or use of your User Submissions by any third parties who copied your User Submissions during the time in which it was displayed on the Services.
You understand that we may modify, adapt, or process your User Submissions as it is distributed, syndicated, published, or broadcast by us and our partners and/or make changes to your User Submissions in order to adapt the User Submissions to different media.

For any User Submissions you post that you do not own, you guarantee to us that you have the legal right to post such User Submissions and that it will not violate any law or the rights of any person or entity. IN OTHER WORDS, AND AMONG OTHER THINGS, YOU WILL NOT POST USER SUBMISSIONS ON THE SITES YOU DO NOT OWN WITHOUT PERMISSION OF THE OWNER OF THE USER SUBMISSIONS, INCLUDING WRITTEN, PHOTOGRAPHIC, MUSIC AND VIDEO USER SUBMISSIONS. User Submissions are the sole responsibility of the author, and the accuracy and completeness of the content are not endorsed or guaranteed by Narwhal. The Services and third parties using the Services may provide links to web pages, web sites, and various resources or locations on the web. Narwhal has no control over the information you access via such links, does not endorse that information, and shall not be responsible for it or for the consequences of your use of that information.

Acceptable Use Policy

Policy You are solely responsible for any and all acts and omissions that occur during or relating to your use of the Services, and you agree not to engage in unacceptable use of the Services, which includes, without limitation, use of the Services to: Harm or threaten to harm users or members of the general public in any way, or “stalk” or otherwise harass any other person or entity; Post or transmit any User Submission that is unlawful, false or misleading, grossly offensive, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; Disseminate or transmit “spam,” unsolicited messages, chain letters, any advertisements, solicitations, pyramid schemes, investment opportunities or other unsolicited commercial communication; Purchase, sell, or offer to purchase or sell any equity or security or market instrument; provide information designed to manipulate any equity or security or market; or disseminate or transmit any material, non-public information about companies without authorization to do so; Collect, use, or store any personally identifiable information about other users, or otherwise violate the personal privacy rights of others; Impersonate any person or entity (including a Site agent, user, or moderator), or falsely state or otherwise misrepresent your affiliation with a person or entity; Post any unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation except in areas that are expressly designated by the Services for such purpose; Disseminate or transmit any User Submission that infringes or violates any party’s copyright, trademark, trade secret, patent or other proprietary right; or use or distribute third-party information (whether or not protected as a trade secret) in violation of a duty of confidentiality, fiduciary duty, or similar duty; Violate any law (whether local, state, national, or international), whether or not intentionally; Violate any confidentiality term applicable to participation in Narwhal product research and product development Forge headers or otherwise intentionally disguise the origin of any content or communication; interfere with or disrupt the Services, or servers or networks connected to the Services; or disobey any requirements, procedures, policies, or regulations of networks connected to the Services; Make any User Submission related to partisan political campaigning or fundraising. Express or imply that any statements you make are endorsed by us; Modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Services; Obtain, copy, monitor, index or data mine through the use of a robot, spider, any automated device, or any manual process, the Services or the contents (except as expressly permitted by Narwhal); Remove any copyright, trademark or other proprietary rights notices contained in the Services; “Frame” or “mirror” any part of the Services; or Engage in any other activity deemed by Narwhal to be in conflict with the spirit or intent of this agreement or that might violate the rights of others or give rise to liability. You understand that by using the Services, you may be exposed to content that may offend you or challenge your beliefs. Your remedy is to avoid such content by discontinuing your access. You may not develop or derive for commercial sale any data in machine-readable or other form that incorporates or uses any substantial part of the Services nor transfer to or store any data residing or exchanged over the Services in any electronic network for use by more than one user unless you obtain prior written permission from Narwhal. Specifically, unless explicitly authorized in these Terms & Conditions or by the owner of the materials, you may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, create derivative works, exploit, or distribute in any manner or medium any material from the Services. For more information about requesting permission to reproduce or distribute materials from the Services, contact hello@thenarwhalproject.com.

Intellectual Property

Narwhal and the Services, and all other text and images contained on the Services and in Narwhal’s products are protected by United States trademark and copyright law and other applicable law and are the property of Narwhal, except as otherwise identified. Nothing contained in the Services shall be construed as granting any license or other rights to any copyright, trademark, patent or other property of Narwhal, whether by implication, laches, estoppel or explicit grant. Any unauthorized use of materials on the Services or other products may violate the law. If you are a copyright owner and believe infringing material is present on any of the Services, please refer to the procedures outlined below in the section titled “Narwhal Services DMCA Copyright Infringement Claim Policy.” Narwhal’s products, including third party and licensed materials on the Services, may not be modified, reproduced, republished, retransmitted, or displayed except for personal use. Any use for a commercial purpose requires specific written permission from Narwhal.

Narwhal Services DMCA Copyright Infringement Claim Policy

Narwhal respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. Narwhal has the right to prohibit infringers from using our Services. If you believe your work has been copied and posted on or through the Services in a way that constitutes copyright infringement, please send Narwhal’s Copyright Agent a notification of claimed infringement with all of the following information:

(a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
(b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Services (providing the URL(s) of the claimed infringing material satisfies this requirement);
(c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address;
(d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
(e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and
(f) your physical or electronic signature.

Narwhal’s Copyright Agent for notification of claimed infringement can be reached as follows: Office of General Counsel, The Atlantic Monthly Group LLC, 600 New Hampshire Avenue, NW, Washington, DC 20037, (202) 266-7000, DMCA@theatlantic.com. Upon receipt of a Notification of Copyright Infringement from a copyright owner that contains the required information described in (a) through (f) above, Narwhal will notify the user, if known, of the alleged infringement and remove or disable access to the material that is alleged to be infringing if hosted on the Services. No personal user information is shared with the copyright owner unless required by law. If Narwhal receives more than one Notice of Copyright Infringement concerning a user, the user may be deemed a “repeat copyright infringer.” Narwhal reserves the right to terminate the accounts of “repeat copyright infringers.”

Procedure to File a DMCA Counter-Claim

If you have received a notice of copyright infringement and you believe that a copyright holder has accused you in error, you may file a DMCA Counter-Claim with Narwhal’s designated agent. To be effective, a Counter-Claim must be a written communication provided to Narwhal’s designated agent and must include the following information:

(a) A physical or electronic signature of the user;
(b) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
(c) A statement under penalty of perjury that the user has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
(d) The user’s name, address and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the user’s address is outside of the United States, for any judicial district in which the service provider may be found, and that the user will accept service of process from the person who provided notification or an agent of such person.

Upon receipt of a DMCA Counter-Claim, Narwhal will provide the complaining party with a copy of the DMCA Counter-Claim. When Narwhal receives a Counter-Claim that meets the requirements of the DMCA, Narwhal will process the Counter-Claim in accordance with the requirements of the DMCA.

Limitation of Liability and Us

Narwhal has worked to ensure the accuracy of the information it provides through its products and services, including through the Services. This information frequently relies on data obtained from many sources, however, and Narwhal cannot guarantee the accuracy of the information provided or any analysis based thereon.
YOU EXPRESSLY AGREE THAT THE USE OF NARWHAL’S PRODUCTS AND SERVICES, IS AT YOUR SOLE RISK. SUCH PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS IS” BASIS AND NARWHAL MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, AND DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NARWHAL DISCLAIMS ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR FREE. NO ADVICE, OPINION OR OTHER INFORMATION OBTAINED THROUGH THE SITES OR FROM NARWHAL, ORALLY OR IN ANY MEDIA, SHALL CREATE ANY WARRANTY FROM NARWHAL NOT EXPRESSLY STATED IN THIS AGREEMENT.
EXCEPT AS OTHERWISE STATED, NARWHAL MAKES NO WARRANTY OR REPRESENTATION REGARDING OF CONFIDENTIALITY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THIS SITES OR ANY WEBSITE LINKED TO THE SITES. YOU AGREE THAT NEITHER NARWHAL, NOR ANY OTHER PROVIDERS OF PRODUCTS OR SERVICES RELATED TO THE SITES, ARE RESPONSIBLE FOR THE CONFIDENTIALITY OF ANY INFORMATION, (INCLUDING WITHOUT LIMITATION CREDIT CARD INFORMATION, PERSONALLY IDENTIFIABLE INFORMATION, INCLUDING EMAIL ADDRESS, PHONE NUMBER, ETC.), AND NEITHER NARWHAL NOR ANY OTHER PROVIDERS OF PRODUCTS OR SERVICES RELATED TO THE SITES ARE RESPONSIBLE FOR ANY DAMAGES THAT MAY ARISE FROM DISCLOSURE OF SUCH INFORMATION.
NARWHAL AND ITS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS AND OTHER REPRESENTATIVES SHALL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES, INCLUDING LOST PROFITS OR COSTS OR ATTORNEY’S FEES, UNDER ANY LEGAL THEORY INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, OR STRICT LIABILITY, REGARDLESS OF WHETHER NARWHAL MONTHLY WAS INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
IN STATES THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, NARWHAL’S LIABILITY, AND THAT OF ITS SUBSIDIARIES, AFFILIATES OR PARENTS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, BUSINESS PARTNERS, INFORMATION PROVIDERS AND LICENSORS AND THEIR RESPECTIVE HEIRS AND ASSIGNS IS LIMITED TO THE FULLEST EXTENT ALLOWED BY SUCH STATES’ LAWS.
Narwhal assumes no responsibility or liability arising from the content of the Services nor for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger or inaccuracy contained in any information within the Services or accessed through the Services. Narwhal also does not warrant that the functions or informational materials contained in or accessed or downloaded through our Services are free of computer viruses or other harmful components. In addition, although we make a good faith effort to update the content of our Services periodically, we do not have a duty to update information contained in our Services, and we will not be liable for any failure to update such information. You agree to comply with all applicable laws and local rules regarding the transmission of technical data, acceptable contents and online conduct.

Employment Opportunities

Narwhal may post employment opportunities on the Services and/or invite users to submit resumes to it. If you choose to submit your name, contact information, resume and/or other personal information to Narwhal in response to employment listings, you are authorizing Narwhal and its service providers to utilize this information for all lawful and legitimate hiring and employment purposes. Narwhal also reserves the right, at its sole discretion, to forward the information you submit to its parents, subsidiaries, affiliates, vendors and service providers for legitimate business purposes. Nothing in this Agreement or contained in the Services shall constitute a promise by Narwhal to interview, hire or employ any individual who submits information to it, nor shall anything in this Agreement or contained in the Services constitute a promise that Narwhal will review any or all of the information submitted to it by users.

Indemnification

You agree to indemnify, defend and hold Narwhal, its affiliates, licensors, suppliers, advertisers and sponsors, and its and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees) and other expenses that arise directly or indirectly out of or from (a) your breach of this agreement, including any violation of these Terms & Conditions; (b) any allegation that any User Submissions infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or (c) your activities in connection with the Services.

Special Agreement on Fee-Shifting and Choice of Law

If you attempt to bring any legal action against Narwhal based in any way on its products or services, including the Services, you agree that, in the event you do not prevail or Narwhal does prevail, you will reimburse Narwhal for any costs and attorneys fees associated with their defense of the action. The use of the Services and any claim or dispute relating to the Services shall be governed by the laws of Delaware, without regard to its conflicts of law principles. Exclusive venue for any claim shall be in the state and federal courts located in Delaware.

Severability

If any provision or portion of these Terms & Conditions is held in whole or in part to be unenforceable for any reason, the remainder of that provision and of the entire agreement will be severable and will remain in effect, to the fullest degree consistent with the intent of this document.