Welcome to Charity Footprints, a platform owned and operated by Charity Footprints, Inc., a Delaware Corporation (“Company” or “we” or “our” or “us”).
Your account may be terminated without warning, if we believe that you are in violation of our terms. Your use of the Services is subject, in our sole discretion, to termination at any time.
Charity Footprints may change these Terms from time to time. Please review the Terms periodically. Your continued access to, and viewing and use of the Platforms and any content, materials or services accessible through them, after such posting or notification, which will take effect immediately (unless otherwise noted) means you accept any and all such modifications and updates.
Charity Footprints reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Platforms, the content, materials, and services accessible on and through the Platforms (or any part thereof). Charity Footprints shall not be liable to you or any other third party for any such modification, suspension or discontinuance of any of the foregoing, except as expressly provided herein.
NO RECOMMENDATIONS OR ADVICE PROVIDED
Charity Footprints is not a tax advisor or law firm and does not make recommendations or offer its Users advice related to the organization, conduct, and/or financial or legal prudence of making any Contributions to any Charitable Host(s) or Charitable Cause(s) (each of which terms is defined herein). Although you may access data, information, content, and materials through the Platforms about various Charitable Hosts and Charitable Causes, including, but not limited to various lists of Charitable Hosts and Charitable Causes based upon popularity or other various criteria (collectively, the “Materials”) that relates to opportunities to contribute monetary donations to other Users of the Platforms and Services, you should not construe any such information contained in the Materials as investment, financial, tax, legal or other advice. You alone will bear the sole responsibility of evaluating the merits and risks associated with any Contributions, Charitable Hosts, and Charitable Causes before making any decisions based on such Materials. In exchange for accessing and viewing such Materials, publicizing and viewing Charitable Causes and Charitable Hosts, as well as making and receiving Contributions through the Platforms, you agree not to hold Charity Footprints and/or its Suppliers liable for any possible claim for damages arising from any decision you, your affiliates, employees, parent companies, subsidiaries, agents, and/or third party contractors make based upon the Materials.
YOU RECOGNIZE AND AGREE THAT CHARITY FOOTPRINTS AND/OR ITS SUPPLIERS CANNOT AND DO NOT CHECK WHETHER ANY AND/OR ALL HOSTS (DEFINED BELOW) ARE ABLE TO ACCEPT ANY CONTRIBUTION(S) (DEFINED BELOW) AT ANY TIME. YOU RECOGNIZE AND AGREE THAT AS A HOST, YOU ARE RESPONSIBLE FOR ENSURING THAT YOU ARE ABLE TO ACCEPT MONETARY DONATIONS OF ANY KIND THROUGH THE PLATFORMS BY SEEKING OUT INDEPENDENT FINANCIAL, TAX AND LEGAL ADVICE.
Unless otherwise expressly agreed in writing, no fiduciary, quasi-fiduciary or other special relationship exists between you and Charity Footprints and/or its Suppliers. We owe you a duty of ordinary care. Any internal policies or procedures that Charity Footprints and its Suppliers may maintain in excess of reasonable commercial standards and general usage are solely for Charity Footprints’ and its Suppliers’ own benefit and shall not impose a higher standard of care than otherwise would apply in their absence. We are not a creditor, insurer, financial broker or institution, creditor or charitable organization. We merely provide the Services (defined herein) through our platforms in a hosting and administrative capacity only.
Charity Footprints provides to its Users the following services listed below through its Platforms (collectively, the “Services”). You recognize and agree that various features and/or portions of the Services may be available through only specific Platforms, as indicated below or as otherwise updated on the Platforms from time to time. We may also update the Platforms to offer various additional services related to these Services from time to time, in our sole discretion, which will be displayed and described on the Platforms.
A. Organize, Display and Promote Charitable Campaigns. Through each of the Platforms, certain Users who are registered as non-profit entities and who qualify as 501(c)(3) Organizations, as defined under the Internal Revenue Code (each, a “Charitable Host”), can start, organize, display, and promote a campaign to raise money (the “Charitable Campaign”) for a specific charitable cause (each, a “Charitable Cause”). If you are not registered as a non-profit entity and do not qualify as a 501(c)(3) under the Internal Revenue Code, then you may not register as a Charitable Host on any of the Platforms.
B. Contribute to Charitable Campaigns. Through each of our Platforms, Users may also view, interact with, and donate money in various amounts (the “Contributions”) by participating in various activities, such as, but not limited to, running and walking (each, an “Activity”) to Charitable Host(s) to help fund specific Charitable Campaigns and promote specific Charitable Causes (the “Contributors”).
C. Invites and Promotions. Through the Platforms, Users have the option to send various communications to other Users to promote Charitable Campaign(s) and Charitable Cause(s), including specific invitations suggesting and/or requesting that invited Users join, participate in, and/or contribute to, a specific Charitable Campaign (“Invitation” or “Request”). Charity Footprints may suggest that certain types of information and language be included in your Invitation(s) (the “Suggested Language”). You recognize and agree that you are not required to use the Suggested Language in any Invitation(s) and that Charity Footprints provides the Suggested Language solely for your convenience to aid you in writing your Invitation(s). Charity Footprints also provides you with an option to edit, replace, or delete the Suggested Language in your own words, as you choose. You recognize and agree that any and all statements, offers, promotions, and language you use within your Invitation(s) is at your sole discretion and that you alone are solely responsible for the content of your Invitations, no matter to what extent your Invitations are based upon the Suggested Language.
D. Geolocation Data and Tracking. Through the Platforms, Users have the option to use various geolocation technology incorporated into the App to track their location and routes mapping their Activities (for example, a route run by a User in raising Contributions) (“Location Data”). Charity Footprints allows Users to track and view their own Location Data at various stages, including through the use of timers and maps. Users may also share their Location Data with other Users solely for the purpose to show their progress in participating in any Charitable Campaign(s). You recognize and agree that any Location Data posted by other Users will not be used for any purpose of any kind other than those explicitly provided under these Terms, and that you will not use any other User’s Location Data for any illegal purposes of any kind, including, but not limited to stalking, disparagement, or harassment.
E. Personal Information. Individual Users who register through any of our Platforms will be required to enter various personal information into the Platforms during registration (“Personal Information”). This Personal Information may include, but not be limited to, the following: (1) your height, (2) weight, (3) gender, and (4) age. You recognize and agree that Charity Footprints may (x) use your Personal Information to verify your identity, and (y) display your Personal Information as part of your User profile. Charity Footprints will use your Personal Information to calculate the amount of calories that you burn while performing various physical exercises that you perform (your “Calorie Count”). This Calorie Count information may also be viewed by other Platform users, through the Buddy System (described below).
F. Buddy Sharing System. Through the Platforms, Charitable Footprints offers its Users the ability for individual Users to connect with other Users’ friends and acquaintances (the “Buddy System”). You recognize and agree that by using the Buddy System on the App, that you agree to: (1) share your Calorie Counts, the amount of Contributions you have raised on behalf of Charitable Campaigns, your Location and Workout Data with other Users, and share notifications with other Users of the same; as well as (2) receive and view other Users’ Calorie Counts, the amount of Contributions Other Users’ have raised on behalf of Charitable Campaigns, Other Users’ Location and Workout Data, as well as receive Other Users’ notifications of the same.
A. Host Conduct. Charity Footprints allows charitable organizations, individuals, companies, and various unincorporated groups, such as fitness groups (the “Host” or “Hosts”) to set up fitness, fundraising and/or awareness campaigns (the “Campaign” or “Campaigns”). You recognize and agree that Charity Footprints is an administrative platform and thus has no control over the conduct of, or any information provided by a Host or related to a Host’s Campaign and/or Cause. Charity Footprints hereby disclaims all liability relating to a Host’s use and/or misuse of any Contributions made by you or any third party on your behalf to any Cause(s).
B. Contributions. You recognize and agree that Charity Footprints cannot and does not guarantee that: (1) any Campaign and/or Cause will obtain any certain amount of publicity, exposure, and/or monetary Contributions, if any at all; and (2) any Contributions will be used by any Host(s) and/or Campaign(s) in accordance with the terms, conditions, and/or advertising displayed and distributed by such Host(s) and/or Campaign(s), or for any specific purpose described by any Host(s) and/or Campaign(s). We specifically disclaim any and all responsibility and liability to verify and/or ensure that any Host(s) and/or Campaign(s) use the Contribution(s) either (i) in accordance with any promotional materials, claims, terms, conditions, and/or advertising displayed and distributed such Host(s), and/or Campaign(s), and/or (ii) in accordance with any applicable laws. You recognize and agree that the Host(s) and/or Campaign(s) are solely responsible for such compliance.
C. No Endorsement by Charity Footprints. Charity Footprints does not endorse any Host(s), Campaigns, Cause(s), and/or their views. You recognize and agree that (1) all Materials posted by us on the Platforms are purely to offer and provide our Users the Services, and (2) the opinions and views expressed on the Platforms are those of the posting User(s) and Host(s), and not of Charity Footprints.
D. Campaign and Cause Information. You recognize and agree that Charity Footprints is not responsible to, and may not be able to, check or verify the truthfulness, accuracy, and/or reliability of any data, images, information, and/or claims of any kind made by any Host(s) and/or Cause(s) at any time.
E. Taxes and Tax Credits. SOME HOSTS MAY BE REGISTERED CHARITIES. YOU RECOGNIZE AND AGREE AS A CONTRIBUTER, THAT SOME CONTRIBUTIONS TO SOME HOSTS (SPECIFICALLY SOME CHARITABLE ORGANIZATIONS WHO ARE HOSTS) ON THE PLATFORMS MAY BE TAX DEDUCTIBLE AT VARIOUS TIMES. WE CANNOT GUARANTEE THAT ANY CONTRIBUTION(S) THAT YOU AS A CONTRIBUTER MAKE TO ANY SPECIFIC HOST AT ANY SPECIFIC TIME IS TAX DEDUCTIBLE. WE CANNOT GUARANTEE THAT ANY HOST WILL BE CONSIDERED A CHARITABLE ENTITY BY ANY GOVERNMENTAL ORGANIZATION. YOU ALONE ARE RESPONSIBLE TO REVIEW ANY CONTRIBUTION(S) THAT YOU GIVE OR RECEIVE WITH YOUR ACCOUNTANT AND ATTORNEY. YOU AGREE TO HOLD US HARMLESS FROM ANY AND ALL LIABILITY RELATED TO YOUR CONTRIBUTUION(S) AS MORE FULLY SET OUT BELOW. AS A CONTRIBUTER, YOU AGREE THAT YOU ARE NOT ENTITLED TO ANY REFUNDS BASED UPON THE TAX STATUS OF ANY HOST(S) AND/OR WHETHER YOU RECEIVE A TAX CREDIT OR REBATE OF ANY KIND OR NOT BASED UPON YOUR CONTRIBUTION(S). AS A HOST, YOU AGREE THAT YOU ARE RESPONSIBLE FOR PROVIDING ANY RECEIPTS AND/OR VOUCHERS OF ANY KIND FOR TAX DEDUCTIBLE CONTRIBUTIONS.
LICENSE AND PLATFORMS ACCESS
A. Access. Charity Footprints grants you a limited license solely to access, view and make personal use of the Platforms to promote, advertise, contribute to, discuss, and receive Contributions from Contributors through Host(s) and Campaign(s). You may not download or modify any portion of the Platforms and/or the Materials provided on the Platforms, except with the express written or e-mailed consent of Charity Footprints. The license to view and use the Platforms and the Services contained on the Platforms, does not include the right for you to: (1) resell or commercially use the Materials contained on the Platforms; (2) make any derivative use of, or create any derivative works from, any copyrightable portion of the Materials contained on the Platforms and owned by any other User and/or Charity Footprints; (3) display, copy, distribute, license, assign, offer for sale or sell any trademarks, logos, and trade dress contained on the Platforms and owned by any other User and/or Charity Footprints, and/or (4) conduct data mining, use robots or similar data gathering and extraction tools or processes on or through the Platforms. You expressly agree to not engage any of the foregoing activities.
B. No Injurious or Illegal Uses. By accessing and viewing the Platforms (whether as a Contributor, User and/or as a Host), you represent and warrant to Charity Footprints that you will not use (1) the Platforms, (2) any Materials contained on the Platforms, and/or (3) the Services accessible on or through the Platforms and the Platforms, for any purpose that is either unlawful, illegal, injurious, and/or prohibited by these Terms.
C. Accurate Information. In consideration of your (1) access to and viewing of the Platforms, (2) access to and viewing of the Materials, the Campaigns, and the Causes contained on and/or displayed through the Platforms, (3) ability to view, access and use the Services, you agree to: (i) provide true, accurate, current and complete information about yourself as prompted by any registration form(s), input pages, billing information, donation forms, and donation agreements on the Platforms, and (ii) to maintain and update all such information to keep it true, accurate, current and complete. If any information provided by you is untrue, inaccurate, not current or incomplete, Charity Footprints has the right to prevent your access to the Platforms, the Services, and/or your Contributions.
D. Verification. You agree that, as a User, we may verify your identity at any time during or after your use of the Services to make and/or receive a Contribution. You hereby authorize us to make any inquiries we consider necessary to validate your identity, which may include asking you for further information, requiring you to provide your full address, tax payer identification number, and/or requiring you to take steps to confirm ownership of your email address or financial instruments, or verifying information you provide against third party databases or through other sources. If you either (1) do not provide any such requested information, and/or (2) Charity Footprints cannot verify your identity, you agree that Charity Footprints may refuse to allow you access, view, and use the Platforms, the Services, and/or any Contributions donated to you from your Charitable Account.
E. Login and Password. You agree and understand that you are solely responsible for maintaining the confidentiality of any of your personal login and access information, including, but not limited to any password(s), Login ID(s), e-mail address(es), and/or mobile number(s) that allow you to access and use the Platforms, the Services, and/or your Contributions in your Contribution Account.
F. Use with Your Mobile Device. Access to and use of (1) the Platforms, (2) the Materials contained on the Platforms, (3) the Services, and/or (4) the Contributions, may be available through a compatible mobile device, Internet and/or network access and may require software or other equipment. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. CHARITY FOOTPRINTS MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: (i) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE PLATFORMS, THE SERVICES, AND/OR THE CONTRIBUTUIONS IN YOUR CONTRIBUTION ACCOUNT, AT ANY TIME, OR FROM ANY LOCATION; (ii) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (iii) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE PLATFORMS, THE SERVICES, AND/OR THE CONTRIBUTUIONS IN YOUR CONTRIBUTION ACCOUNT.
G. Interruption. You agree that neither Charity Footprints nor its Suppliers will be liable to you in any way for (1) the termination, interruption, delay or inaccuracy of the Platforms, and/or (2) the inability to, or the delay in making, receiving, accessing, and/or withdrawing of any Contributions from any Contribution Account(s).
FEES AND COSTS
A. Charity Footprints Fee. Charity Footprints retains a flat fee of four percent (4%) of each Contribution given from any Contributor to any Host, as well as from each Registration Fee (defined below) ("Charity Footprints Fee"). Charity Footprints retains the Charity Footprints Fee upon the transfer by a Contributor to a Host and registration of a Contributor. You recognize and agree that the Charity Footprints Fee may change from time to time, in our sole discretion, but that any such changes will be posted on the Platforms. Your continued use of the Platforms, and the Services after the Charity Footprints Fee changes constitutes your acceptance of the updated Charity Footprints Fee and related terms and conditions.
B. Processing Fees. In addition to the Charity Footprints Fee and the Registration Fee, Charity Footprints’ uses a third party payment processor (the “Processor”), which retains various processing fees from each individual Contribution directly from the Contribution (the "Processing Fees"). Contributors hereby recognize and agree that the Charitable Host(s) are agreeing to any and all applicable terms and conditions set forth by our third party Processor, which is currently WePay, located here: https://go.wepay.com/terms-of-service-us. While we currently use WePay, you recognize and agree that we may change our third party payment Processor(s) at any time, and that you will be bound by any such other third party payment processor’s terms and conditions, which we will post in these Terms, from time to time. Your continued use of the Platforms and the Services after any changes to the Processing Fees become effective, constitute your acceptance of the updated Processing Fees and related terms and conditions posted by the Processor.
C. Host Accounts. After any Contributor(s) make Contribution(s) to any Campaign through the Platforms, the Host receiving the Contribution will see the amount of such Contribution(s) posted to an account held by the Processor for the benefit of the Host (the “Host Account”). Hosts may withdraw these Contributions from their Host Account(s) at any time after they become available, subject to any delays, holds, whether caused by us, or any third party (including those of the Processor). You recognize and agree that Charity Footprints may, from time to time, freeze, place a hold on, and/or cancel a Host Account restricting withdrawals and access to the Host Account in our sole discretion if we believe that: (1) a Host has posted false, misleading, criminal, defamatory, hateful, discriminatory, or fraudulent materials or content of any kind; (2) a Host is using its Contributions in a manner contrary to law, public policy, and/or these Terms, (3) a Host has violated these Terms, and/or (4) if required in order to comply with a court order, subpoena, writ, injunction, or as otherwise required under applicable laws and regulations. Each Host is solely responsible for paying any and all taxes, fees, and costs on the Contributions.
D. Display of Contributions and Host Accounts. Charity Footprints has the exclusive right to publicly display any Contributions and the amount contained in Host Account(s) related to any Campaign(s) and Cause(s).
E. Uses of Contributions. You represent, warrant, and covenant to Charity Footprints that (i) all information, User Content, and data you provide in connection with a Cause and Campaign is accurate, complete, truthful, and not otherwise designed to mislead, defraud or deceive any other Users; and (ii) all Contributions given to your Campaign and Cause will be used solely as described in the User Content that you display on the Platforms; and (iii) you will comply with all applicable national, local, state, municipal and federal laws applicable to soliciting and using funds.
USER & HOST CONDUCT
A. User & Host Restrictions. By accessing and viewing the Platforms and the Services, you (both User(s) and Host(s)) agree that you will not do any of the following:
(1) Restrict or inhibit any other User in any way from using and enjoying the Platforms, the Materials, the Services, and/or the Platforms; or
(2) Post or transmit any unlawful, fraudulent, libelous, defamatory, obscene, pornographic, profane, threatening, abusive, discriminatory, hateful, offensive, or otherwise objectionable information of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national or foreign law, including without limitation the U.S. and international export control laws and regulations; or
(3) Post or transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities, investment schemes, or other unsolicited commercial communication (except as otherwise expressly permitted by Charity Footprints in writing) or engage in spamming or flooding; or
(4) Post or transmit any information, software, or material which contains a virus, trojan horse, worm and/or other harmful component; or
(5) Post, publish, transmit, reproduce, distribute or in any way exploit any User Content (including, but not limited to, any User’s Location Data or Personal Information) User Trademarks, Charity Footprints Content, Charity Footprints Trademarks, Charity Footprints Patents, and/or the software used by Charity Footprints to provide the Services, for commercial purposes (other than as expressly permitted by the respective owner of the same); or
(6) Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Platforms, the Materials contained therein, and/or the Services accessed thereon, other than as Charity Footprints expressly permits in writing; or
(7) Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up the Platforms and/or the Services; or
(8) Express or imply that any statements you make are endorsed by Charity Footprints, without Charity Footprints’ prior written consent; or
(9) Impersonate any person or entity, whether actual or fictitious, including, but not limited to, any other User, or employee or representative of Charity Footprints; or
(10) Disparage, defame, and/or malign any other User, Charity Footprints, any Cause(s), Campaign(s), and/or Host(s); or
(11) Promote violence, weaponry of any kind, war, conflict, narcotics, illegal substances, gambling, hate, pornography, criminal activities, and/or any illegal activity of any kind; or
(12) Misuse, or otherwise redirect any Contributions for any reason other than the purpose that you state on the Platforms.
B. Platforms Monitoring / Other Users’ Use. Charity Footprints has no obligation or duty to monitor the Platforms. However, you agree that Charity Footprints and its Suppliers have the right to monitor the Platforms electronically, from time to time, and to disclose any information as necessary or appropriate to: (1) satisfy any law, regulation or other governmental request; (2) operate the Platforms and the Services properly; and/or (3) protect itself, its Suppliers and/or its Users. Charity Footprints further reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, fraudulent, inappropriate, or in violation of these Terms.
A. Emails. Charity Footprints and its Suppliers may, from time to time, (1) provide you with a way to contact us through the Platforms, or (2) request that you provide us with a way to contact you through email before, during, or after the registration process, so that we may communicate electronically. All such electronic communications will be received or otherwise recorded by Charity Footprints and its Suppliers, and are subject to archival, monitoring or review by and/or disclosure to, someone other than the recipient. All such electronic communications may involve the electronic transmission you provided to us of information that you may consider to be personal information, and you agree and consent to such transmission of such information. You agree not to use e-mail to transmit any confidential personal information other than as requested by Charity Footprints and its Suppliers.
You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Platforms. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communication be in writing.
B. Recording. In connection with your use of the Platforms and Services accessible through the Platforms, you acknowledge and consent to the taping or any form of electronic recording of any communication, electronic or otherwise, between you and Charity Footprints, its Suppliers, and/or their representatives or agents. You acknowledge and consent to the recording, retention and use by Charity Footprints and its Suppliers of any and all information and data contained in (1) any communication with Charity Footprints and its Suppliers, and (2) any information input posted on or through the Platforms and Services.
INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS
A. Our Copyright Ownership. As between you and Charity Footprints, Charity Footprints and its Suppliers (1) own and license various Materials, and (2) provide the Services through computer and technological software (the “Software”) contained on and made available through the Platforms. Any such Software and Materials are protected pursuant to United States copyright laws and other applicable laws. You agree not to remove or alter any copyright notice or any other proprietary notice on the Platforms, the Materials, and any related Software accessible through the Platforms. You agree to not display, make commercial use of, copy, distribute, make derivative works from, sell, sublicense, or otherwise exploit any portion of the Platforms, the Services, the Materials, and/or the Software except as authorized within these Terms. You agree that if you violate this Section of these Terms, Charity Footprints and its Suppliers may automatically terminate your permission to access and use the Platforms, the Materials on the Platforms, the Services.
B. User Copyright Ownership. Users of the Platforms may display and use various text, images, music, video and audio recordings, and various other copyrightable materials to promote the Host, the Cause, and the Campaign (the “User Content”). By posting, displaying, copying, and distributing any User Content on the Platforms, you represent and warrant to Charity Footprints that all such User Content is original, wholly owned by you, and/or that appropriate permissions have been obtained to use such User Content on the Platforms. You further represent and warrant to not copy, display, distribute, use, and/or exploit any other third party User’s User Content in any way without such third party User’s written consent.
C. Our Trademarks; Patents. Charity Footprints and its Suppliers do not grant any license or other authorization to you of their trademarks, logos, service marks, trade dress, or other source-identifying symbols or devices, whether registered or unregistered, (the “Charity Footprints Trademarks”) by placing them on the Platforms, within the Materials contained on the Platforms, or otherwise. You agree to not display, use, copy, distribute, infringe on, counterfeit, or otherwise exploit the Charity Footprints Trademarks except as authorized within these Terms. Charity Footprints and its Suppliers do not grant any license or other authorization to you of their design or utility patents, whether registered or unregistered (the “Charity Footprints Patents”) by providing you access to the underlying material of such Patents, through the Platforms and the Services. You agree to not display, use, copy, distribute, reverse engineer or otherwise exploit the Charity Footprints Patents except as expressly authorized within these Terms.
D. User Trademarks; Patents. Users of the Platforms may display and use various trademarks, logos, service marks, trade dress, or other source-identifying symbols or devices, whether registered or unregistered (the “User Trademarks”) by placing them on the Platforms, or otherwise. By posting, displaying, using, and distributing any User Trademarks on the Platforms, you represent and warrant to Charity Footprints that all such User Trademarks are wholly owned by you, and/or that appropriate permissions have been obtained to use such User Trademarks on the Platforms. You further represent and warrant to not copy, display, distribute, use, counterfeit, infringe on, and/or exploit any other third party User’s User Trademarks in any way without such third party User’s written consent.
E. Intellectual Property Complaints and Infringement. In the event that any User or third party files any complaint(s) regarding, or submits any request(s) pertaining to removal of, any infringing or unauthorized uses of any User Trademarks and/or User Content, Charity Footprints may, in its sole discretion, remove and block such infringing or unauthorized uses and/or remove any offending uses from the Platforms. Charity Footprints may also, at its sole discretion, limit or block any User’s access to the Platforms, the Services and/or terminate the memberships of any User who infringes any intellectual property rights of Charity Footprints, any other User, and/or any third parties.
THIRD PARTY SERVICES
In connection with your access to and viewing of the Platforms, you may be made aware of other services, products, offers and promotions provided through third parties, and not by Charity Footprints (“Third Party Services”). If you decide to use Third Party Services, you are responsible for reviewing and understanding the terms and conditions governing any Third Party Services. You agree that the third party, and not Charity Footprints or its Suppliers, is responsible for the performance of the Third Party Services. This may contain or reference links to third parties’ websites and platforms where the trading of securities is possible. Some of those links are provided as a convenience only. The inclusion of any link is not and does not necessarily imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by Charity Footprints of any information contained in any third party’s website or platform. In no event will Charity Footprints be responsible for the information contained in such third party website or platform or for your use of or inability to use such website or platform. Access to any other website or platform is at your own risk, and you should be aware that linked websites or platforms may contain terms and privacy policies that are different from those of Charity Footprints. Charity Footprints and its Suppliers are not responsible for such provisions and expressly disclaim any and all liability for the same.
FAILURE TO COMPLY WITH TERMS AND CONDITIONS AND TERMINATION
You acknowledge and agree that Charity Footprints and its Suppliers may deny you access to the Platforms and any part of the Services without prior notice if you engage in any conduct or activities that Charity Footprints, in its sole discretion, believes violate any of these Terms, violate the rights of Charity Footprints or its Suppliers, or is otherwise inappropriate for continued access. You agree to defend, indemnify and hold Charity Footprints and its Suppliers harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees, arising in any way from (1) your use of the Platforms, the Materials contained on the Platforms, and the Services, (2) your experience on the Platforms or participation in any Charitable Cause, whether by you or users of your account, and/or (3) any third party claims against you resulting from your use of any User Trademarks and/or User Content.
DISCLAIMER OF WARRANTIES
Your use of the Platforms, the Materials contained on the Platforms, the Services, and/or any Host or User Account(s), is entirely at your own risk. THE PLATFORMS AND THE SERVICES ARE PROVIDED "AS IS," AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHARITY FOOTPRINTS AND ITS SUPPLIERS DISCLAIM ALL GUARANTEES AND WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY REGARDING THE PLATFORMS, THE MATERIALS ON THE PLATFORMS, AND/OR THE SERVICES ACCESSIBLE THROUGH THE PLATFORMS, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY AND NON-INFRINGEMENT. CHARITY FOOTPRINTS DOES NOT WARRANT OR GUARANTEE THE ACCURACY, RELIABILITY, COMPLETENESS, USEFULNESS, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, OR QUALITY OF ANY CONTENT ON THE PLATFORMS OR AT THE CONFERENCES, REGARDLESS OF WHO ORIGINATES THAT CONTENT. CHARITY FOOTPRINTS AND ITS SUPPLIERS DO NOT WARRANT THAT THE PLATOFMRS ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION OR THAT THE PLATFORMS, THE MATERIALS CONTAINED ON THE PLATFORMS, THE TICKETS, THE CONFERENCES AND/OR THE SERVICES ACCESSED THROUGH THE PLATFORMS WILL MEET YOUR REQUIREMENTS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU BEAR ALL RISKS ASSOCIATED WITH USING OR RELYING ON ANY MATERIALS AND/OR SERVICES CONTAINED ON OR ACCESSED THROUGH THE PLATFORMS.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHARITY FOOTPRINTS AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR FOR DAMAGES RELATING TO TELECOMMUNICATION FAILURES, LOSS, CORRUPTION, SECURITY OR THEFT OF DATA, VIRUSES, SPYWARE, OR THE LIKE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF CHARITY FOOTPRINTS AND/OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CHARITY FOOTPRINTS AND YOU. CHARITY FOOTPRINTS AND ITS SUPPLIERS WOULD NOT BE ABLE TO HAVE PROVIDED THE MATERIALS, THE SERVICES, AND/OR THE TICKETS WITHOUT SUCH LIMITATIONS. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, CHARITY FOOTPRINTS’ LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $500.00.
A. Entire Agreement. Except as expressly set forth in these Terms, these Terms are a complete statement of the agreement between you and Charity Footprints, and set forth the entire liability of Charity Footprints and its Suppliers and your exclusive remedy with respect to your access and use of the Platforms and the Services.
B. Interpretation; Choice of Law; Headings; Reservation of Rights. If any provision of the Terms is invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. The Terms will be governed by Delaware law as applied to agreements entered into and to be performed entirely within Delaware, without regard to its choice of law or conflicts of law principles that would require application of law of a different jurisdiction, and applicable federal law. Headings are included for convenience only, and shall not be considered in interpreting these Terms. The Terms do not limit any rights that Charity Footprints may have under trade secret, copyright, patent or other laws.
C. ARBITRATION. IT IS IMPORTANT THAT YOU READ THIS ARBITRATION CLAUSE. IT PROVIDES THAT YOU MAY BE REQUIRED TO RESOLVE ANY CLAIM OR DISPUTE THROUGH ARBITRATION, EVEN IF YOU WOULD PREFER TO LITIGATE THE CLAIM IN COURT. YOU ARE GIVING UP THE RIGHTS YOU MIGHT HAVE TO LITIGATE SUCH CLAIMS BEFORE A JURY. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL THE DECISION, MAY NOT BE AVAILABLE IN ARBITRATION OR MAY BE MORE LIMITED. YOU SHOULD CONSULT LEGAL COUNSEL TO DETERMINE WHETHER THIS ARBITRATION CLAUSE IS APPROPRIATE FOR YOU.
(1) Any dispute, controversy or claim arising out of, or relating to, in any way, these Terms and your access to and use of the Platforms and the Services, including without limitation any dispute concerning the construction, validity, interpretation, enforceability or breach of these Terms, shall be exclusively resolved by binding arbitration upon a party’s submission of the dispute to arbitration. The demand for arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen, and in no event shall it be made after two years from when the aggrieved party knew or should have known of the controversy, claim, dispute or breach.
(2) This agreement to arbitrate under this section shall be specifically enforceable. We may apply to any court with jurisdiction for interim or conservatory relief, including without limitation a proceeding to compel arbitration.
(3) The arbitration shall be conducted in accordance with the American Arbitration Association rules.
(4) The arbitrator shall have at least ten (10) years of experience in the field of online services and platforms and also shall have served as an arbitrator at least three (3) times prior to their service as an arbitrator in this arbitration.
(5) The arbitration shall be conducted in accordance with the then existing Commercial Rules of the American Arbitration Association.
(6) The arbitration shall be conducted in New York, New York, USA. The laws of the state of Delaware shall be applied in any such arbitration proceedings, without regard to principles of conflict of laws.
(7) Except as may be required by law, you nor your representatives may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of Charity Footprints.
(8) The arbitrator shall not be entitled to issue injunctive and other equitable relief.
(9) The cost of the arbitration proceeding and any proceeding in court to confirm or to vacate any arbitration award, as applicable (including, without limitation, reasonable attorneys’ fees and costs), shall be borne by the unsuccessful party, as determined by the arbitrators, and shall be awarded as part of the arbitrator’s award. It is specifically understood and agreed that any party may enforce any award rendered pursuant to the arbitration provisions of this section by bringing suit in any court of competent jurisdiction. The parties agree that the arbitrator shall have authority to grant injunctive or other forms of equitable relief to any party. This section shall survive the termination or cancellation of these Terms.
(10) Each party to an arbitration proceeding shall pay its own proportionate share of arbitrator fees and expenses and the arbitration fees and expenses of the American Arbitration Association. The arbitrator shall be entitled to award the foregoing arbitration and administrative fees and expenses as damages in his or her sole discretion.