THE CHESED FUND
Company makes no representation that the Website is appropriate or available in other locations other than where it is operated by Company. The information provided on the Website is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Website from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
All persons who are minors in the jurisdiction in which they reside (generally under the age of 18) are not permitted to register for the Website or use the Company Services.
THESE TERMS CONTAIN AN ARBITRATION AGREEMENT, WHICH WILL WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION. UNDER THE ARBITRATION AGREEMENT, (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST COMPANY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.
YOU ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT BY ACKNOWLEDGING SUCH ACCEPTANCE DURING THE REGISTRATION PROCESS (IF APPLICABLE) AND ALSO BY CONTINUING TO USE THE WEBSITE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT. IF YOU DO NOT HAVE SUCH AUTHORITY YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE COMPANY SERVICE. IF YOU DO NOT AGREE TO ABIDE BY THIS AGREEMENT, OR TO MODIFICATIONS THAT COMPANY MAY MAKE TO THIS AGREEMENT IN THE FUTURE, DO NOT USE OR ACCESS OR CONTINUE TO USE OR ACCESS THE COMPANY SERVICES OR THE WEBSITE.
COMPANY SERVICES GENERALLY
Company provides the Company Services as a service for organizations, entities and individuals (the “Fundraisers”) to raise funds for specific causes (each, a “Campaign”). Company is not affiliated with any of the Fundraisers. While Company does perform a specified level of Verification (as defined below) regarding the Fundraisers and Campaigns, Company does not take any responsibility for the conduct of any Fundraiser, or the authenticity of the Fundraisers or the legitimacy of the Campaigns, and all persons donating to a Campaign (the “Donors”), hereby waive all right of action against Company arising from the actions of a Fundraiser, or the legitimacy of a Campaign.
Company performs a specified level of verification (the “Verification”) of Fundraisers and Campaigns. You can see the specific Verification details on the Website. Verification is a service that Company provides in order to provide a basic validation of the authenticity of the Fundraisers and the legitimacy of Campaigns. However, Company does not warrant that its Verification services will be accurate. Verification is primarily based upon documentation and representations provided by the Fundraisers, and Company cannot warrant the authenticity of the documentation provided or the accuracy of the representations made. For instance, Company may request reference letters on letterhead, but Company does not validate the authenticity of such letters. The Campaign information will include the person or entity that will be the responsible party for the receipt of donations. Fundraiser’s that are listed as non-profit organizations have provided Company with a non-profit tax identification number. However, Company does not independently verify that such non-profit tax identification number is accurate, authentic or current. Company takes no responsibility and will not be liable for any failure of donations to qualify as charitable donations under applicable tax law. Donors should consult with their tax advisors to determine the tax deductibility of any donations.
Cancellation and Rejection of Campaigns and Donations
Company reserves the absolute right to accept, reject, cancel or suspend any Campaign for any reason, or for no reason at all. Company is not required to give any reason to reject, cancel or suspend a Campaign at any time. Similarly, Company may reject or cancel any donation made at any time in the exercise of its sole discretion. Company shall have no liability to Fundraisers or Donors for any actions taken by Company under this Section.
Donor Information and Anonymous Donations
For all Campaigns, Company gives to Fundraiser of the specific Campaign each Donor’s name, email, mailing address and donation amount. Donors have the option to remain anonymous for public listings of donations appearing on the Website for a Campaign, but this anonymity does not apply to information provided to the Fundraisers themselves.
Special Funds Release Conditions
Various issues, circumstances and concerns may arise in the course of conducting a Campaign which cannot all be anticipated and planned for under this Agreement. With the objectives of maintaining the integrity of a Campaign and of Company, and of treating Donors fairly, Company reserves the absolute right to do any of the following if Company determines in its discretion that such actions are necessary in order to achieve the foregoing objectives:
From time to time, Company, in its sole discretion, place a hold on a Campaign account, restricting withdrawals (defined herein), initiate a reverse transfer, secure reserves, or take similar actions to protect its interests and those of its users. Some of the reasons that we may take such actions include, but not limited to, the following: (i) if we have reason to believe (in our sole discretion) that information provided by a Fundraiser is false, misleading, or fraudulent, or that funds are being used in a prohibited manner, (ii) if the funds available (as determined by Company in its sole discretion) should be provided directly to a person other than the Fundraiser, (iii) if we have reason to believe that a Campaign or Fundraiser has violated this Agreement, (iv) if Company determines that the Fundraiser is colluding with Donors to engage in fraudulent activity, (v) if we have reason to believe (in our sole discretion) that there may be suspicious or fraudulent donation activity, (vi) if required in order to comply with a court order, subpoena, writ, injunction, or as otherwise required under applicable laws and regulations, or (vii) as necessary to cover possible future chargebacks, refund requests and Special Administrative Expenses (defined below).
Company may condition release of donated funds to the Fundraisers on (i) written assurances from the Fundraisers and other interested persons or organizations that the donated funds will be used only for the purpose promoted by the Fundraisers, (ii) indemnifications from the Fundraisers and other interested persons or organizations from any claims, damages, penalties, losses and expenses (including attorneys’ fees) that may be initiated against or incurred by Company arising from actions or omissions of persons or entities conducting or otherwise affiliated with a Campaign, and (iii) other conditions that Company deems appropriate.
Company may, at any time, for any reason, without notice, and in its sole discretion, offer or issue a refund of donations with or without consulting with you, which may comprise the entire amount donated to your Campaign. Company is not liable to you or to any third party for any claims, damages, costs, losses, or other consequences caused by Company issuing refunds, including, but not limited to transaction or overdraft fees.
No Fees; Voluntary Contributions
On our basic plan, Company does not charge Fundraisers a platform fee, provided, that when unusual and unexpected circumstances occur that require Company to invest significant resources to manage, then Company may charge a reasonable fee for such investment of its resources, and deduct such amount from the donated funds or charge the Fundraisers for such amounts (the “Special Administrative Fees”).
Company requests that Donors make a voluntary contribution to Company, which contributions serve as compensation allowing for the continued offering of the Company Services. Company is not a non-profit organization, and contributions to Company are not tax deductible.
Payment Processing Fees
Payment processing fees are charged on donations to Campaigns and are deducted from your donation prior to transfer to the Fundraisers. Payment processing fees are calculated on a percentage of donation and on a per transaction basis. Please see more information on the Website for details on the payment processing fees. Additionally, we will deduct from donations any amounts of chargebacks (and accompanying fees). At times the Fundraiser may be a fundraising organization and may deduct its own fee for its services from donated funds prior to such Fundraiser delivering the donated funds to the ultimate recipient(s). Contact such Fundraisers for information on their policies and charges for such fundraising services.
Company bills through an online billing account for donations to Campaigns and contributions to Company. After donating and contributing, the donor will receive a transaction receipt to the email address entered when donating. Donors authorize Company to charge your chosen payment provider for any such donations and contributions. You agree to make payment using that selected payment method. If you have agreed to make a recurring donation then you consent to our charging your payment method on a recurring basis, without requiring your prior approval from you for each recurring charge until such time as you cancel the applicable donation. All payments shall be in U.S. dollars. Charges that are not disputed within 60 days of the date charged are conclusively deemed accurate.
Fees are exclusive of taxes and you will pay or reimburse Company for all taxes arising out of this Agreement, whether assessed at the time of your purchase or are thereafter determined to have been due. “Taxes” means any sales, use and other taxes (other than taxes on Company’s income), export and import fees, customs duties and similar charges applicable to the transactions contemplated by this Agreement that are imposed by any government or other authority. You agree to promptly provide Company with legally sufficient tax exemption certificates for each taxing jurisdiction for which you claim exemption.
Donation Accounts; Account Withdrawals
Fundraisers create accounts with a payment processor selected by Company. Donations will be made directly into these accounts. Amounts that will be deducted from these accounts include payment processing fees, chargeback amounts and associated fees, and Special Administrative Fees.
While Company strives to make withdrawals available to Fundraisers promptly, you acknowledge and agree that withdrawals may not be available to you for use immediately, and Company does not guarantee that withdrawals will be available to you within any specific time frame, and Company expressly disclaims any and all responsibility for any delay or inability to access and use withdrawals at any specified time, and any consequences arising from such delay or inability.
All donations are final and no refunds shall be issued.
Regarding Your Registration
By using the Company Services, you represent and warrant that:
a. all registration information you submit is truthful and accurate;
b. you will maintain the accuracy of such information;
c. you will keep your password confidential and will be responsible for all use of your password and account;
d. you are not a minor in the jurisdiction in which you reside; and
e. your use of the Company Services does not violate any applicable law or regulation.
You, as a Fundraiser, represent, warrant, and covenant that (i) all information you provide in connection with a Campaign is accurate, complete, and not likely to deceive reasonable users and (ii) all donations contributed to your Campaign will be used solely as described in the materials that you post or otherwise provide.
You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Website’s registration form and (b) maintain and promptly update registration data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Company has the right to suspend or terminate your account and refuse any and all current or future use of the Website (or any portion thereof). You must notify Company immediately of any breach of security or unauthorized use of your account.
You are responsible to Company for the violation of this Agreement by any employee or agent of yours, any other person to whom you have given access to the Company Services, and any person who gains access to your account as a result of your failure to use reasonable security precautions, to the same extent as if you had committed the violation yourself, even if such violation was not authorized by you. You are responsible to Company for any fees arising from the use of the Company Services by any of these persons, even if that use was not authorized by you.
Regarding Content You Provide
The Website may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute or broadcast content and materials to Company and/or to or via the Website, including, without limitation, text, writings, video, audio, photographs, graphics, comments, suggestions or personally identifiable information or other material (collectively “Contributions”). Any Contributions you transmit to Company will be treated as non-confidential and non-proprietary. When you create or make available a Contribution, you thereby represent and warrant that:
a. the creation, distribution, transmission, public display and performance, accessing, downloading and copying of your Contribution does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret or moral rights of any third party;
b. you are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize Company and the Website users to use your Contributions as necessary to exercise the licenses granted by you under this Agreement;
c. you have the written consent, release, and/or permission of each and every identifiable individual person in the Contribution to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Contribution in the manner contemplated by this Website;
d. your Contribution is not obscene, lewd, lascivious, filthy, violent, harassing or otherwise objectionable (as determined by Company), libelous or slanderous, does not ridicule, mock, disparage, intimidate or abuse anyone, does not advocate the violent overthrow of any government, does not incite, encourage or threaten physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
e. your Contribution does not include any offensive comments that are connected to race, national origin, gender, sexual preference or physical handicap; and
f. your Contribution does not otherwise violate, or link to material that violates, any provision of this Agreement or any applicable law or regulation.
By posting Contributions to any part of the Website, or making them accessible to the Website by linking your account to any of your social network accounts, you automatically grant, and you represent and warrant that you have the right to grant, to Company an unrestricted, unconditional, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part) and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, to prepare derivative works of, or incorporate into other works, such Contributions, and to grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels. Such use and distribution license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, personal and commercial images you provide. Company does not assert any ownership over your Contributions; rather, as between us and you, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions.
Company has the right, in our sole and absolute discretion, to (i) edit, redact or otherwise change any Contributions, (ii) re-categorize any Contributions to place them in more appropriate locations or (iii) pre-screen or delete any Contributions that are determined to be inappropriate or otherwise in violation of this Agreement.
Company reserves the right to take steps Company believes are reasonably necessary or appropriate to enforce and/or verify compliance with any part of this Agreement. You acknowledge and agree that Company may, without liability to you, access, use, preserve and/or disclose your account information and Contributions to law enforcement authorities, government officials, and/or a third party, as Company believes is reasonably necessary or appropriate, if legally required to do so or if we have a good faith belief that such access, use, disclosure, or preservation is reasonably necessary to: (a) comply with legal process or request; (b) enforce this Agreement, including investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Company, its users, a third party, or the public as required or permitted by law.
If you are accessing the Company Services via a mobile application, then Company grants you a revocable, non-exclusive, non-transferable, limited right to install and use the application on wireless handsets owned and controlled by you, and to access and use the application on such devices strictly in accordance with the terms and conditions of this license. You shall use the application strictly in accordance with the terms of this license and shall not: (a) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the application; (b) make any modification, adaptation, improvement, enhancement, translation or derivative work from the application; (c) violate any applicable laws, rules or regulations in connection with your access or use of the application; (d) remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Company or its affiliates, partners, suppliers or the licensors of the application; (e) use the application for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (f) make the application available over a network or other environment permitting access or use by multiple devices or users at the same time; (g) use the application for creating a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for the application; (h) use the application to send automated queries to any website or to send any unsolicited commercial e-mail; or (i) use any proprietary information or interfaces of Company or other intellectual property of Company in the design, development, manufacture, licensing or distribution of any applications, accessories or devices for use with the application. You acknowledge that Company may from time to time issue upgraded versions of the application and may automatically electronically upgrade the version of the application that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and your continued use of the application constitutes your agreement to the terms and conditions of this Agreement will apply to all such upgrades. There may be open source components in an application subject to certain open source license terms or specific provisions, which will be referenced within the application, and which will override these application license provisions.
Terms Applicable To Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the Apple Store or Google Play to access the Company Services. You acknowledge that this Agreement is concluded between you and Company only, and not with Apple Inc. or Google, Inc. (each an “App Distributor”), and Company, not an App Distributor, is solely responsible for the Company application and the content thereof. (1) SCOPE OF LICENSE: The license granted to you for the Company application is limited to a non-transferable license to use the Company application on a device that utilizes the Apple iOS or Android operating system, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor terms of service. (2) MAINTENANCE AND SUPPORT: Company is solely responsible for providing any maintenance and support services with respect to the Company application, as specified in this Agreement, or as required under applicable law. You acknowledge that each App Distributor has no obligation whatsoever to furnish any maintenance and support services with respect to the Company application. (3) WARRANTY: Company is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Company application to conform to any applicable warranty, you may notify an App Distributor, and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the Company application, and to the maximum extent permitted by applicable law, an App Distributor will have no other warranty obligation whatsoever with respect to the Company application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Company’s sole responsibility. (4) PRODUCT CLAIMS: You acknowledge that Company, not an App Distributor, is responsible for addressing any claims of yours or any third party relating to the Company application or your possession and/or use of the Company application, including, but not limited to: (i) product liability claims; (ii) any claim that the Company application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. (5) INTELLECTUAL PROPERTY RIGHTS: You acknowledge that, in the event of any third party claim that the Company application or your possession and use of the Company application infringes a third party’s intellectual property rights, the App Distributor will not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. (6) LEGAL COMPLIANCE: You represent and warrant that (i) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. government list of prohibited or restricted parties. (7) THIRD PARTY TERMS OF AGREEMENT: You must comply with applicable third party terms of agreement when using the Company application, e.g., if you have a VoIP application, then you must not be in violation of their wireless data service agreement when using the Company application. (8) THIRD PARTY BENEFICIARY: Company and you acknowledge and agree that the App Distributors, and their subsidiaries, are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions of this Agreement, each App Distributor will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof.
As part of the functionality of the Website, you may link your account with online accounts you may have with third party service providers (each such account, a “Third Party Account”) by either: (i) providing your Third Party Account login information through the Website; or (ii) allowing Company to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to Company and/or grant Company access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating Company to pay any fees or making Company subject to any usage limitations imposed by such third party service providers. By granting Company access to any Third Party Accounts, you understand that (i) Company may access, make available and store (if applicable) any content that you have provided to and stored in your Third Party Account (the “Social Network Content”) so that it is available on and through the Website via your account, including without limitation any friend lists, and (ii) Company may submit and receive additional information to your Third Party Account to the extent you are notified when you link your account with the Third Party Account. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through your account on the Website. Please note that if a Third Party Account or associated service becomes unavailable or Company’s access to such Third Party Account is terminated by the third party service provider, then Social Network Content may no longer be available on and through the Website. You will have the ability to disable the connection between your account on the Website and your Third Party Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS. Company makes no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and Company is not responsible for any Social Network Content. You acknowledge and agree that Company may access your e-mail address book associated with a Third Party Account and your contacts list stored on your mobile device or tablet computer solely for the purposes of identifying and informing you of those contacts who have also registered to use the Website. At your request made via email to our email address listed below, or through your account settings (if applicable), Company will deactivate the connection between the Website and your Third Party Account and delete any information stored on Company’s servers that was obtained through such Third Party Account, except the username and profile picture that become associated with your account.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Website or the Company Services (“Submissions”) provided by you to Company are non-confidential and Company (as well as any designee of Company) shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You may not access or use the Website for any other purpose other than that for which Company makes it available. The Website may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by Company. Prohibited activity includes, but is not limited to:
a. criminal or tortious activity;
b. systematic retrieval of data or other content from the Website to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Company;
c. making any unauthorized use of the Company Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses;
d. tricking, defrauding or misleading Company and other users, especially in any attempt to learn sensitive account information such as passwords;
e. engaging in any automated use of the system, such as using any data mining, robots or similar data gathering and extraction tools;
f. interfering with, disrupting, or creating an undue burden on the Website or the networks or services connected to the Website;
g. attempting to impersonate another user or person or using the username of another user;
h. selling or otherwise transferring your profile;
i. using any information obtained from the Website in order to harass, abuse, or harm another person;
j. using the Company Service as part of any effort to compete with Company or to provide services as a service bureau;
k. deciphering, decompiling, disassembling or reverse engineering any of the software comprising or in any way making up a part of the Website;
l. attempting to bypass any measures of the Website designed to prevent or restrict access to the Website, or any portion of the Website;
m. harassing, annoying, intimidating or threatening any Company employees or agents engaged in providing any portion of the Company Services to you;
n. deleting the copyright or other proprietary rights notice from any Website content;
o. except as may be the result of standard search engine or Internet browser usage, using or launching, developing or distributing any automated system, including, without limitation, any spider, robot (or “bot”), cheat utility, scraper or offline reader that accesses the Website, or using or launching any unauthorized script or other software; or
p. using the Website in a manner inconsistent with any and all applicable laws and regulations.
The Company Service shall only be used for lawful purposes and you shall use the Company Service only in compliance with this Agreement and all other applicable U.S., state, local and international laws in your jurisdiction, including: (1) the CAN-SPAM Act; (2) Canada\’s Anti-Spam Legislation; (3) any policies and laws related to unsolicited emails, spamming, privacy, obscenity, or defamation, copyright and trademark infringement and child protective email address registry laws; (4) laws relating to advertising, sales or promotional efforts or practices, redemption, refunds and provision of your products or services; (5) laws that govern false, unfair and deceptive practices, coupons, gift cards/certificates, defective products or services, unclaimed property, alcohol or tobacco, health and safety, fire, and hygiene standards; (6) laws that govern lotteries, sweepstakes, contests and promotions; and (7) laws that govern the collection of donations and charitable giving. You further agree to refrain from unethical, false or misleading advertising, promotions or sales efforts and practices in connection with your use of the Company Service. You may not use the Company Service for any unlawful or discriminatory activities, including acts prohibited by the Federal Trade Commission Act, Fair Credit Reporting Act, Equal Credit Opportunity Act, or other laws that apply to commerce.
INTELLECTUAL PROPERTY RIGHTS
The content on the Website (“Company Content”) and the trademarks, service marks and logos contained therein (“Marks”) are owned by or licensed to Company, and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Company Content, includes, without limitation, all source code, databases, functionality, software, website designs, audio, video, text, photographs and graphics. All Company graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, common law trademarks or trade dress of Company in the U.S. and/or other countries. Company’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.
Company Content on the Website is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and the Company Content and to download or print a copy of any portion of the Company Content to which you have properly gained access solely for your personal, non-commercial use. Company reserves all rights not expressly granted to you in and to the Website and Company Content and Marks.
You hereby give Company the right to use your business’ name, logos, trademarks, and service marks on Company’s customer lists which may be displayed on the Website and in other publications in whatever media form.
THIRD PARTY WEBSITES AND CONTENT
The Website contains (or you may be sent through the Website or the Company Service) links to other websites (“Third Party Websites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the “Third Party Content”). Such Third Party Websites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Websites accessed through the Website or any Third Party Content posted on, available through or installed from the Website, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Websites or the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Website or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Website and access the Third Party Websites or to use or install any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Website or relating to any applications you use or install from the Website. Any purchases you make through Third Party Websites will be through other websites and from other companies, and Company takes no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party.
Company reserves the right but does not have the obligation to:
a. monitor the Website for violations of this Agreement;
b. take appropriate legal action against anyone who, in Company’s sole discretion, violates this Agreement, including without limitation, reporting such user to law enforcement authorities;
c. in Company’s sole discretion and without limitation, refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any user’s contribution or any portion thereof that may violate this Agreement or any Company policy;
d. in Company’s sole discretion and without limitation, notice or liability to remove from the Website or otherwise disable all files and content that are excessive in size or are in any way burdensome to Company’s systems;
e. otherwise manage the Website in a manner designed to protect the rights and property of Company and others and to facilitate the proper functioning of the Website.
DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA) NOTICE AND POLICY
If you believe that content available on or through our Website infringes one or more of your copyrights, please immediately notify our Copyright Agent by mail, email or faxed notice (“Notification”) providing the information described below, which Notification is pursuant to DMCA 17 U.S.C. § 512(c)(3). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to federal law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that content located on or linked to by our Website infringes your copyright, you should consider first contacting an attorney. Our Website has a policy of terminating repeat infringers in appropriate circumstances.
All Notifications should include the following:
a. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
b. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online website are covered by a single notification, a representative list of such works at that website.
c. 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.
d. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
e. 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.
f. 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.
Notifications should be sent to our Copyright Agent as follows:
Chesed Unlimited LLC (“Company”)
600 Reisterstown Rd, Baltimore, MD, 21208
We also will advise the alleged infringer of the DMCA statutory Counter Notification procedure described below by which the alleged infringer may respond to your claim and request that we restore this material.
If you believe your own copyrighted material has been removed from our Website and/or our service as a result of mistake or misidentification, you may submit a written counter notification (“Counter Notification”) to our Designated Copyright Agent pursuant to DMCA 17 U.S.C. § 512(g)(2) and (3). To be an effective Counter Notification under the DMCA, your Counter Notification must include substantially the following:
a. Identification of the material that has been removed or disabled and the location at which the material appeared before it was removed or disabled.
b. A statement that you consent to the jurisdiction of the Federal District Court in which your address is located, or if your address is outside the United States, for any judicial district in which our Company is located.
c. A statement that you will accept service of process from the party that filed the Notification or the party\’s agent.
d. Your name, address and telephone number.
e. A statement under penalty of perjury that you have a good faith belief that the material in question was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
f. Your physical or electronic signature.
You may submit your Counter Notification to our Copyright Agent by fax, mail, or email as set forth above.
If you send us a valid, written Counter Notification meeting the requirements described above, we will restore your removed or disabled material after 10 business days but no later than 14 business days from the date we receive your Counter Notification, unless our Copyright Agent first receives notice from the party filing the original Notification informing us that such party has filed a court action to restrain you from engaging in infringing activity related to the material in question. Please note that if you materially misrepresent that the disabled or removed content was removed by mistake or misidentification, you may be liable for damages, including costs and attorney’s fees. Filing a false Counter Notification constitutes perjury.
TERM AND TERMINATION
This Agreement shall remain in full force and effect while you use the Website or are otherwise a user or member of the Website, as applicable. You may terminate your use or participation at any time, for any reason, by following the instructions for terminating user accounts in your account settings, if available, or by contacting us using the contact information below.
WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, COMPANY RESERVES THE RIGHT TO, IN COMPANY’S SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE WEBSITE AND THE COMPANY SERVICES, TO ANY PERSON FOR ANY REASON OR FOR NO REASON AT ALL, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY OR COVENANT CONTAINED IN THIS AGREEMENT, OR OF ANY APPLICABLE LAW OR REGULATION, AND COMPANY MAY TERMINATE YOUR USE OR PARTICIPATION IN THE WEBSITE AND THE COMPANY SERVICES, DELETE YOUR PROFILE AND ANY CONTENT OR INFORMATION THAT YOU HAVE POSTED AT ANY TIME, WITHOUT WARNING, IN COMPANY’S SOLE DISCRETION.
In order to protect the integrity of the Website and Company Services, Company reserves the right at any time in its sole discretion to block certain IP addresses from accessing the Website and Company Services.
Any provisions of this Agreement that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of this Agreement, shall be deemed to survive for as long as necessary to fulfill such purposes.
YOU UNDERSTAND THAT CERTAIN STATES ALLOW YOU TO CANCEL THIS AGREEMENT, WITHOUT ANY PENALTY OR OBLIGATION, AT ANY TIME PRIOR TO MIDNIGHT OF COMPANY’S THIRD BUSINESS DAY FOLLOWING THE DATE OF THIS AGREEMENT, EXCLUDING SUNDAYS AND HOLIDAYS. TO CANCEL, CALL A COMPANY CUSTOMER CARE REPRESENTATIVE DURING NORMAL BUSINESS HOURS USING THE CONTACT INFORMATION LISTING BELOW IN THIS AGREEMENT OR BY ACCESSING YOUR ACCOUNT SETTINGS. THIS SECTION APPLIES ONLY TO INDIVIDUALS RESIDING IN STATES WITH SUCH LAWS.
If Company terminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
Company may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the Website and revisions will be indicated by date. You agree to be bound to any changes to this Agreement when you use the Company Services after any such modification becomes effective. Company may also, in its discretion, choose to alert all users with whom it maintains email information of such modifications by means of an email to their most recently provided email address. It is therefore important that you regularly review this Agreement and keep your contact information current in your account settings to ensure you are informed of changes. You agree that you will periodically check the Website for updates to this Agreement and you will read the messages we send you to inform you of any changes. Modifications to this Agreement shall be effective after posting.
Company reserves the right at any time to modify or discontinue, temporarily or permanently, the Company Services (or any part thereof) with or without notice. You agree that Company shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Company Services.
If there is a dispute between users of the Website, or between users and any third party, you understand and agree that Company is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release Company, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Company Services.
a. Governing Law; Jurisdiction. This Agreement and all aspects of > the Website and Company Services shall be governed by and > construed in accordance with the internal laws of the State of > Maryland, without regard to conflict of law provisions. With > respect to any disputes or claims not subject to informal dispute > resolution or arbitration (as set forth below), you agree not to > commence or prosecute any action in connection therewith other > than in the state and federal courts located in Baltimore County, > State of Maryland, and you hereby consent to, and waive all > defenses of lack of personal jurisdiction and forum non conveniens > with respect to, venue and jurisdiction in such state and federal > courts. Application of the United Nations Convention on Contracts > for the International Sale of Goods is excluded from this > Agreement. Additionally, application of the Uniform Computer > Information Transaction Act (UCITA) is excluded from this > Agreement. In no event shall any claim, action or proceeding by > you related in any way to the Website or Company Services be > instituted more than two (2) years after the cause of action > arose.
b. Informal Resolution. To expedite resolution and control the cost > of any dispute, controversy or claim related to this Agreement > (“Dispute”), you and Company agree to first attempt to negotiate > any Dispute (except those Disputes expressly provided below) > informally for at least thirty (30) days before initiating any > arbitration or court proceeding. Such informal negotiations > commence upon written notice from one person to the other.
c. Binding Arbitration Agreement. If you and Company are unable to > resolve a Dispute through informal negotiations, either you or > Company may elect to have the Dispute (except those Disputes > expressly excluded below) finally and exclusively resolved by > binding arbitration. Any election to arbitrate by one party shall > be final and binding on the other. YOU UNDERSTAND THAT ABSENT THIS > PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A > JURY TRIAL. The arbitration shall be commenced and conducted under > the Commercial Arbitration Rules of the American Arbitration > Association (“AAA”) and, where appropriate, the AAA’s > Supplementary Procedures for Consumer Related Disputes (“AAA > Consumer Rules”), both of which are available at the AAA website > www.adr.org. The determination of whether a Dispute is subject to > arbitration shall be governed by the Federal Arbitration Act and > determined by a court rather than an arbitrator. Your arbitration > fees and your share of arbitrator compensation shall be governed > by the AAA Rules and, where appropriate, limited by the AAA > Consumer Rules. If such costs are determined by the arbitrator to > be excessive, Company will pay all arbitration fees and expenses. > The arbitration may be conducted in person, through the submission > of documents, by phone or online. The arbitrator will make a > decision in writing, but need not provide a statement of reasons > unless requested by a party. The arbitrator must follow applicable > law, and any award may be challenged if the arbitrator fails to do > so. Except where otherwise required by the applicable AAA rules or > applicable law, the arbitration will take place in Baltimore > County, State of Maryland, provided that arbitration governed by > the AAA Consumer Rules will take place at a mutually agreed > location, and if not mutually agreed, at a location determined by > the AAA. Except as otherwise provided in this Agreement, you and > Company may litigate in court to compel arbitration, stay > proceedings pending arbitration, or to confirm, modify, vacate or > enter judgment on the award entered by the arbitrator.
d. Restrictions. You and Company agree that any arbitration shall > be limited to the Dispute between Company and you individually. To > the full extent permitted by law, (1) no arbitration shall be > joined with any other; (2) there is no right or authority for any > Dispute to be arbitrated on a class-action basis or to utilize > class action procedures; and (3) there is no right or authority > for any Dispute to be brought in a purported representative > capacity on behalf of the general public or any other persons.
e. Exceptions to Informal Negotiations and Arbitration. You and > Company agree that the following Disputes are not subject to the > above provisions concerning informal negotiations and binding > arbitration: (1) any Disputes seeking to enforce or protect, or > concerning the validity of any of your or Company’s intellectual > property rights; (2) any Dispute related to, or arising from, > allegations of theft, piracy, invasion of privacy or unauthorized > use; and (3) any claim for injunctive relief. If this Section is > found to be illegal or unenforceable then neither you nor Company > will elect to arbitrate any Dispute falling within that portion of > this Section found to be illegal or unenforceable and such Dispute > shall be decided by a court of competent jurisdiction within the > courts listed for jurisdiction above, and you and Company agree to > submit to the personal jurisdiction of that court.
\ Occasionally there may be information on the Website that contains typographical errors, inaccuracies or omissions that may relate to service descriptions, pricing, availability, and various other information. Company reserves the right to correct any errors, inaccuracies or omissions and to change or update the information at any time, without prior notice.
Company cannot control the nature of all of the content available on the Website. By operating the Website, Company does not represent or imply that Company endorses any content available on or linked to by the Website, including without limitation content hosted on third party websites or provided by third party applications, or that Company believes content to be accurate, useful or non-harmful. The Company is not responsible for the conduct, whether online or offline, of any user of the Website or Company Services.
YOU AGREE THAT YOUR USE OF THE WEBSITE AND COMPANY SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND THE COMPANY SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THIS WEBSITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE OR COMPANY SERVICES, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE OR FROM ANY USE OF THE COMPANY SERVICES. COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY CAMPAIGN ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND FUNDRAISERS. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE COMPANY SERVICE AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE COMPANY SERVICE. YOU UNDERSTAND THAT COMPANY DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE COMPANY SERVICE AND COMPANY IS NOT RESPONSIBLE FOR THE ACTION OF USERS OF THE COMPANY SERVICE.
LIMITATIONS OF LIABILITY
IN NO EVENT SHALL COMPANY OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA OR OTHER DAMAGES ARISING FROM YOUR USE OF THE WEBSITE OR COMPANY SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO COMPANY FOR THE COMPANY SERVICES DURING THE PERIOD OF 3 MONTHS PRIOR TO ANY CAUSE OF ACTION ARISING OR \$10, WHICHEVER IS GREATER.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
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 FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
You agree to defend, indemnify and hold Company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of your contributed content, use of the Company Services, and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above. Company will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
Except as explicitly stated otherwise, any notices given to Company shall be given by email to the address listed in the contact information below. Any notices given to you shall be given to the email address you provided during the registration process, or such other address as each party may specify. Notice shall be deemed to be given 24 hours after the email is sent, unless the sending party is notified that the email address is invalid. We may also choose to send notices by regular mail.
Our Website will maintain certain data that you transfer to the Website for the purpose of the performance of the Company Services, as well as data relating to your use of the Company Services. Although we perform regular routine backups of data, you are primarily responsible for all data that you have transferred or that relates to any activity you have undertaken using the Company Services. You agree that Company shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against Company arising from any such loss or corruption of such data.
Your use of the Company Service includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO RELATING TO THE COMPANY SERVICE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.
This Agreement constitutes the entire agreement between you and Company regarding the use of the Company Services. The failure of Company to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. This Agreement and your account may not be assigned by you without our express written consent. Company may assign any or all of its rights and obligations to others at any time. Company shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond Company\’s reasonable control. If any provision or part of a provision of this Agreement is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. Upon Company’s request, you will furnish Company any documentation, substantiation or releases necessary to verify your compliance with this Agreement. You agree that this Agreement will not be construed against Company by virtue of having drafted it. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.
In order to resolve a complaint regarding the Company Services or to receive further information regarding use of the Company Services, please contact Company as set forth below or, if any complaint with us is not satisfactorily resolved, and you are a California resident, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 400 “R” Street, Sacramento, California 95814 or by telephone at 1-916-445-1254.
CHESED UNLIMITED LLC