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ABOUT THE SERVICE
SecureGive’s Service provides Customers and Users (each defined below) with a seamless and secure platform through which Customers may receive Donations (defined below) from Users and Users may send donations to Customers. Users access and make use of the Service pursuant to the terms and conditions of a separate End-User-License Agreement between the User and SecureGive. SecureGive is not a bank, money transmitter, or other money services business as defined by the Bank Secrecy Act but provides the Service in connection with the support of a Third Party Payments Processor (defined below).
NOTICE OF BINDING ARBITRATION
ANY CLAIM, DISPUTE OR CONTROVERSY OF WHATEVER NATURE ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION IN ACCORDANCE WITH THE PROCESS DESCRIBED IN THE SECTION TITLED “BINDING ARBITRATION” BELOW. PLEASE READ THE SECTION TITLED “BINDING ARBITRATION” CAREFULLY.
1 ACCEPTANCE OF THIS AGREEMENT.
Restrictions on Acceptance. When you access or otherwise make use of the Service you acknowledge and agree that:
if you are accepting these Terms on behalf of any legal entity, including any company, organization, government, or governmental agency, you have been authorized to do so and to act on behalf of such legal entity;
you have read and understand all of the provisions, terms and conditions set forth in these Terms;
you will be bound by all of the provisions, terms and conditions set forth in these Terms;
you are at least eighteen (18) years of age;
you have the right, authority and capacity to enter into these Terms and to abide by all terms and conditions of these Terms;
you have not previously used the Service through an Account which SecureGive has terminated or suspended in accordance with the terms and conditions of these Terms;
you have a valid email address;
you have a valid and active deposit account with a U.S. financial institution; and
these Terms are the legal equivalent of a signed, written contract between you and SecureGive.
IF YOU ARE UNABLE OR UNWILLING TO CONFIRM THE ABOVE STATEMENTS, THEN YOU MUST NOT ACCEPT THESE TERMS OR OTHERWISE ACCESS OR MAKE USE OF THE SITE OR SERVICE. PLEASE NOTE THAT, EVEN IF YOU AGREE TO AND ACKNOWLEDGE THE REPRESENTATIONS IN SECTION 1.2, CERTAIN OF OUR TRUSTED THIRD PARTY SERVICE PROVIDERS MAY REJECT YOUR REGISTRATION APPLICATION FOLLOWING THE REGISTRATION PROCESS BASED ON SUCH SERVICE PROVIDER’S INTERNAL ASSESSMENT PROCESS AND YOU MAY NOT BE ABLE TO MAKE USE OF THE SERVICE AS A RESULT.
2 DEFINITIONS; INTERPRETATION.
Definitions.Unless context requires otherwise, capitalized terms not defined within these Terms shall have the following meanings:
“Applicable Law” means any and all applicable federal, state and local laws, statutes, ordinances, regulations, rules, opinions, interpretive letters and other official releases of or by any government, or any authority, department or agency thereof which are now in effect or which may come in to effect at any time during the Term (defined below).
“Application” has the meaning set forth in Section 6.1.
“Customer” means the Person accessing or using the Service primarily to facilitate the promotion, receipt and management of User Donations.
“Customer Information” means any and all information provided to SecureGive by Customer during the Application and Registration process and at any time Customer accesses or otherwise makes use of the Service. For the avoidance of doubt, Customer Information includes all Personal Information submitted to SecureGive in connection with the foregoing.
“Donation” means the funds which are donated to a Customer by a User through the Service.
“Kiosk” means any of the physical kiosks offered by SecureGive in support of SecureGive Kiosk Service model which allows Customers to purchase and install a Kiosk on-site at one of Customer’s locations so that Customers may offer on-site access to the Service and Users may make use of the Service on-site through the Kiosk and send Donations to the Customer.
“Person” means an individual, corporation, partnership, joint venture, limited liability company, governmental authority, non-profit organization, religious organization, charitable organization, unincorporated organization or corporation, trust, association or other entity.
“Personal Information” means information that is unique to you and may include your name, your home or other physical address, your email address, your telephone number, your tax identification number and other information that identifies you.
“SecureGive”, “we”, “our” or “us” shall mean Automated Giving Solutions, LLC, a Georgia state limited liability company.
“SecureGive Account” means your SecureGive user account which you must register for through the Site in order to use the Service.
“Service” means SecureGive’s proprietary technology, including, without limitation, the Site, the software tools, management tools and systems, hardware designs, algorithms, software (in source code and object code forms), user interface designs, architecture, className libraries, objects and documentation (both printed and electronic), network designs, know-how, trade secrets and any related intellectual property rights throughout the world (whether owned by SecureGive or licensed to SecureGive from a third party), and including any derivatives, improvements, enhancements, updates, modifications or extensions of Service conceived, reduced to practice or developed during the term of these Terms by either party, and which allow Customers to receive Donations from Users, manage User Donations, promote and manage fundraising campaigns and other events that offer Users the opportunity to make Donations. For the avoidance of doubt, the term “Service,” as used herein, means all Service offerings made available by SecureGive including without limitation, SecureGive’s web-based application (“SecureGive Online”), SecureGive’s on-site kiosk service (“SecureGive Kiosk”), SecureGive’s mobile device applications (“SecureGive Mobile & Text”), SecureGive’s fundraising campaign management and related features (“Premium Modules”) and any other products or services which SecureGive may develop and make available to Customers.
“Third Party Payments Processor”means SecureGive’s third party payments processor who processes User Donations and Customer payments made through the Service.
“User” means the Person accessing or using the Service primarily as a donor sending funds to or otherwise making Donations to a SecureGive Customer.
Interpretation. References to Sections are to be construed as references to the Sections of these Terms, unless otherwise indicated. The singular includes the plural, and the plural includes the singular. All references to “hereof,” “herein,” “hereunder” and other similar compounds of the word “here” shall mean and refer to these Terms as a whole rather than any particular part of the same. The terms “include” and “including” are not limiting.
SecureGive reserves the right to change, modify, supplement, or update these Terms (each such change, modification or supplement, an “Amendment”), from time to time without advance notice by posting such Amendment on or through the Service. We encourage you to periodically visit these Terms to check for any Amendments. In the event that an Amendment to these Terms materially modifies your rights or obligations we will take commercially reasonable measures to notify you of such Amendment, which may include posting notices on the website or sending notices to you at your email address. You acknowledge and agree that you will be bound by any such Amendment if you continue to access or use the Service after such Amendment is posted. Unless otherwise indicated, any new Service added to the Site will also be subject to these Terms effective upon the date of any such addition. You are encouraged to review the Site and these Terms periodically for updates and changes. The most current version of these Terms will be effective as of the date specified in the “Last Updated” legend set forth above.
5 TRANSFERABILITY OF ACCESS OR RIGHTS.
Your rights and obligations with respect to the Site and Service are personal to you and you may not transfer such rights and obligations to any other person or entity.
6 APPLICATION; REGISTRATION.
Payment Processor Agreement. Your use of the Service is conditioned on your entering into an agreement with our Third Party Payment Processor to facilitate the processing of User Donations as well as your payment of fees and amounts applicable to your purchase of the Services and, if applicable, Kiosk(s).
SecureGive Account Username and Password. Immediately following or contemporaneously with your completion and submission of an Application you will begin the SecureGive Account registration process (“Registration”), during which you will be prompted to create a user name, password and other information as part of our security procedures. You must treat all such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your SecureGive Account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your SecureGive Account, user name or password or any other breach of security. You also agree to ensure that you exit from your SecureGive Account at the end of each session. You should use particular caution when accessing your SecureGive Account from a public or shared computer or other public network so that others are not able to view or record your password or other Personal Information. We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.
7 FEES; CANCELLATION OF SERVICE.
Service Fees. Monthly and annual subscription fees for the various SecureGive Services are listed under the Pricing portion of the Site. SecureGive hereby reserves the right to adjust the fees for any or all of the SecureGive Services at any time by posting such fee adjustments to the Pricing portion of the Site provided that SecureGive will provide you with at least ten (10) days’ notice in the event that any such price adjustment to the fees effects your use of the Service.
Kiosk Purchase Price. Your order and purchase of certain of SercureGive’s Services may include the purchase and installation of a SecureGive Kiosk. The purchase price for each model Kiosk offered by SecureGive is listed under the Pricing portion of the Site. SecureGive hereby reserves the right to adjust the purchase price for any or all of the SecureGive Kiosks at any time by posting such purchase price adjustments to the Pricing portion of the Site.
Payment for Services. During the Application process you will work with a SecureGive representative to select the Service(s) that best suit your needs. Depending on the type of SecureGive Service(s) you select, you will agree to the terms of sale, pricing, payment and billing policies applicable to such Service’s corresponding fees and charges, posted on the Site or otherwise provided through the Service. SecureGive may add new services and offer such new or additional services for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion.
Annual Subscription Early Termination Fee. For Services provided on an annual subscription basis, you agree to pay to SecureGive a one-time termination fee in the amount of two hundred and fifty dollars ($250.00).
Refunds. Fees for Services that are provided on a monthly subscription basis are non-refundable. Fees for Services provided on an annual subscription basis, upon termination of this Agreement other than for material breach by Customer, will be refunded on a pro-rated basis for the remaining portion of the year beginning the month after the month in which such termination is effective. The early termination fee set forth in Subsection 7.3(a) above will be deducted from any such refund, and if such refund is less than the early termination fee, you agree to pay the balance to SecureGive.
Authorization to Use Payment Method Provided. By using any paid feature, you (i) authorize SecureGive to charge you fees for the applicable Service at the then current rate, and any other charges you may incur in connection with your use of the Service; and (ii) represent and warrant to SecureGive that you have the right and authority to use the payment method provided to SecureGive.
Responsibility for Payments. All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Services must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Services at the prices in effect when such charges are incurred. You shall pay all applicable fees, including any sales, excise, service, use or other taxes now or hereafter imposed upon or required to be collected by SecureGive by any authority in connection with or arising from the use of the Services, excluding taxes based upon SecureGive’s net income.
Late Payment. If Customer fails to make any payment when due then, in addition to all other remedies that may be available:(a) SecureGive may charge interest on the past due amount at the rate of one-and-a-half percent (1.5%) per month calculated daily and compounded monthly or, if lower, the highest rate permitted under Applicable Law; (b) Customer shall reimburse SecureGive for all costs incurred by SecureGive in collecting any late payments or interest, including attorneys’ fees, court costs and collection agency fees; and; (c) if such failure continues for a period exceeding fifteen (15) days following written notice thereof, SecureGive may suspend the Services until all past due amounts together with interest thereon have been paid, without incurring any obligation or liability to Customer or any other Person by reason of such suspension.
No Deduction or Setoff. Customer shall pay all amounts due under these Terms without setoff, deduction, recoupment or withholding of any kind for amounts owed or payable by SecureGive whether under these Terms, Applicable Law or otherwise and whether relating to SecureGive’s breach, bankruptcy or otherwise.
8 CUSTOMER’S OBLIGATIONS, RESPONSIBILITIES AND WARRANTIES TO SECUREGIVE.
Customer Control and Responsibility. Customer has and will retain sole responsibility for: (a) all Customer Information, including its content and use; (b) all information, instructions and materials provided by or on behalf of Customer or any authorized user in connection with the Services; (c) Customer’s information technology infrastructure, including computers, software, databases, electronic systems (including database management systems) and networks, whether operated directly by Customer or through the use of third-party services (“Customer Systems”); (d) the security and use of Customer’s and its authorized user’s usernames and passwords; and (e) all access to and use of the Service directly or indirectly by or through the Customer Systems or its or its authorized user’s usernames and passwords, with or without Customer’s knowledge or consent, including all results obtained from, and all conclusions, decisions and actions based on, such access or use.
Customer Systems and Cooperation. Customer shall at all times during the Term: (a) set up, maintain and operate in good repair and in accordance with any applicable documentation and specifications provided by SecureGive all Customer Systems on or through which the Services are accessed or used; and (b) provide all cooperation and assistance as SecureGive may reasonably request to enable SecureGive to exercise its rights and perform its obligations under and in connection with this Agreement.
Customer’s Users. Customer assumes full responsibility and liability, and SecureGive shall have no responsibility or liability, for informing Users about Customer’s use of the Service, promoting User’s use of the Service in connection with Donations made to Customer and for providing any necessary or required disclosures or information relating to any fundraising campaigns or other events created and promoted by Customer to facilitate User Donations.
Customer’s Representations and Warranties. In addition to the representations and warranties you make to SecureGive under Section 1.2, you represent and warrant to SecureGive that (i) all Customer Information that you provide to us in connection with your use of the SecureGive Account or Service is up-to-date, accurate and truthful, (ii) you have the authority to share all Customer Information with us and to grant us the right to use this information as provided in these Terms, (iii) you have the right to grant us the licenses specified herein, if applicable, and (iv) your acceptance and use of the Service, including without limitation, your acceptance of the terms and conditions of our Third Party Payment Processor, pursuant to these Terms does not violate any Applicable Law or other contract or obligation to which you are a party or by which you are otherwise bound.
9 ACCURACY AND CHANGES TO CUSTOMER INFORMATION.
You agree to provide your accurate, up-to-date and truthful information during Application and Registration and when you otherwise access or make use of your SecureGive Account or the Service. You further agree to promptly update all your Customer information whenever the information provided to us by you is found to be in error or becomes inaccurate. You can update your information by contacting us at firstname.lastname@example.org. We are not responsible for any Service-related issues or errors arising from your failure to submit or maintain current and accurate Customer information. If we determine, in our sole discretion, that you have failed to submit or maintain current and accurate Customer Information, we may temporarily suspend or terminate your access to your SecureGive Account or the Service.
10 DISCLOSURE AND CONSENT TO ELECTRONIC COMMUNICATIONS.
Consent to Electronic Communications. When you accept these Terms, you acknowledge that SecureGive may provide certain information, including information regarding your use of the Service and SecureGive Account (“Communications”), to you electronically through email, the Service, or the SecureGive Account or links to notices posted on the Site, unless and until you withdraw your consent or “opt out” as described below. You understand that the communications referenced in this section do not include SMS text messages unless you otherwise give your express consent to receive SMS text messages for this purpose. You agree that all agreements, notices, disclosures and other Communications that we provide to you electronically satisfy any legal requirement that such Communications be in writing. You further agree that any Communications provided by us electronically are deemed to be given and received on the date we transmit any such Communication as described in these Terms. The categories of Communications that may be provided by electronic means include:
any Amendments to these Terms;
disclosures or notices provided in connection with the Service, including any such notice required by Applicable Law;
any statements concerning your SecureGive Account;
any customer service communications, including communications with respect to claims of error or unauthorized use of your SecureGive Account or the Service; and
any other communication related to the Service.
Although SecureGive reserves the right to provide Communications in paper format at any time, you agree that SecureGive is under no obligation to do so unless you first notify us, in writing, of your request to receive further communications in a paper format and your decision to opt out of receiving Communications. All Communications in either electronic or paper format will be considered to be “in writing.” You should print a paper copy of these Terms and any Communication that is important to you and retain the copy for your records. If you do not wish to enter into these Terms electronically, you may not use your SecureGive Account or the Service.
Timing of Communications. Any electronic Communications will be deemed to have been received by you no later than five (5) business days after SecureGive sends it to you by email or posts such Communication on or through the Service, whether or not you have received the email or retrieved the Communication from the Service. An electronic Communication by email is considered to be sent at the time that it is directed by SecureGive’s email server to your email address. You agree that these are reasonable procedures for sending and receiving electronic Communications.
Updated Customer Information. You agree to promptly update your Customer Information if such information changes so that SecureGive may contact you electronically. You may update your Customer Information, such as your email address, as described in Section 9 of these Terms. You understand and agree that if SecureGive sends you an electronic Communication, but you do not receive it because the email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive such electronic Communications, SecureGive will be deemed to have provided the Communication to you.
System Specifications. In order to access, view, and retain electronic Communications that SecureGive provides to you, you must have access to: (i) a computer with an Internet connection; (ii) a current or previous major release version (up to the second most recent version) of either Firefox, Internet Explorer, Chrome, or Safari with cookies enabled and Adobe Acrobat Reader to open documents in “.pdf” format; (iii) sufficient electronic storage capacity on your computer’s hard drive or other data storage unit to save past Communications and/or an installed printer to print them; and (iv) an email account with an Internet service provider and email software. Your access to this page through your device verifies that your device meets these requirements.
Reservation of Rights. SecureGive reserves the right, in its sole discretion, to discontinue the provision of electronic Communications to you, or to terminate or change the terms and conditions under which SecureGive provides electronic Communications. SecureGive will provide you with notice of any such termination or change as may be required by Applicable Law.
11 TEXT-TO-GIVE TERMS
Opt-In. When you opt-in to the service, we will send you an SMS message to confirm your signup.
Opt-Out. You can cancel the SMS service at any time. Just text “STOP” to 74483. After you send the SMS message “STOP” to us, we will send you and SMS message to confirm that you have been unsubscribed. After this, you will no longer receive SMS messages from us. If you want to join again, just sign up as you did the first time and we will start sending SMS messages to you again.
Help and Support. If at any time you forget what keywords are supported, just text “HELP” to 74483. After you send the SMS message “HELP” to us, we will respond with instructions on how to use our service as well as how to unsubscribe.
Compatible Carriers. We are generally able to deliver messages to the following mobile phone carriers:
Major carriers: AT&T, Verizon Wireless, Sprint, T-Mobile, U.S. Cellular, Alltel, Boost Mobile, Nextel, and Virgin Mobile.
Minor carriers: Alaska Communications Systems (ACS), Appalachian Wireless (EKN), Bluegrass Cellular, Cellular One of East Central IL (ECIT), Cellular One of Northeast Pennsylvania, Cincinnati Bell Wireless, Cricket, Coral Wireless (Mobi PCS), COX, Cross, Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI, Golden State, Hawkeye (Chat Mobility), Hawkeye (NW Missouri), Illinois Valley Cellular, Inland Cellular, iWireless (Iowa Wireless), Keystone Wireless (Immix Wireless/PC Man), Mosaic (Consolidated or CTC Telecom), Nex-Tech Wireless, NTelos, Panhandle Communications, Pioneer, Plateau (Texas RSA 3 Ltd), Revol, RINA, Simmetry (TMP Corporation), Thumb Cellular, Union Wireless, United Wireless, Viaero Wireless, and West Central (WCC or 5 Star Wireless).
Message and Data Rates Apply. As always, message and data rates may apply for any messages sent to you from us and to us from you. You will receive a maximum of two text messages per user response. If you have any questions about your text plan or data plan, it is best to contact your wireless provider. For all questions about the services provided by this short code, you can send an email to email@example.com.
12 OWNERSHIP OF CONTENT AND SERVICE.
You acknowledge and agree that, except as otherwise expressly stated, all text, pictures, graphics, logos, button items, images, works of authorship, and other content (collectively with all information and material about SecureGive or the Service, “Content”) appearing on your SecureGive Account or the Service is the copyrighted work of SecureGive or its third party content suppliers and is protected by U.S. and international copyright laws. The compilation (meaning the collection, arrangement and assembly) of all Content is also the exclusive property of SecureGive and is protected by U.S. and international copyright laws. You may download information from your SecureGive Account or the Service and print out a hard copy for your personal use provided that you keep such hard copies intact and do not remove or alter any copyright or other notice (e.g., trademark, patent, etc.) contained in the information. Except as otherwise expressly stated herein, you may not alter, modify, copy, distribute (for compensation or otherwise), transmit, display, perform, reproduce, reuse, post, publish, license, frame, download, store for subsequent use, create derivative works from, transfer, or sell any information or Content obtained from the Service, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of SecureGive or any applicable third party suppliers. The use of Content, including images, by you, or anyone else authorized by you, is prohibited unless specifically permitted by SecureGive. Any unauthorized use of text or images may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. SecureGive does not warrant or represent that your use of Content or the Service will not infringe rights of third parties.
13 OWNERSHIP OF INFORMATION SUBMITTED VIA THE SERVICE.
Please be advised that if you send or submit to SecureGive creative ideas, suggestions, inventions, or materials (“Feedback”), SecureGive shall: (i) own, exclusively, all now known or later discovered rights to the Feedback; (ii) not be subject to any obligation of confidentiality and shall not be liable for any use or disclosure of any Feedback; and (iii) be entitled to unrestricted use of the Feedback for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.
15 LIMITED LICENSE AND SITE ACCESS; ALL RIGHTS RESERVED.
Use of the Service is limited to individuals who are at least eighteen (18) years of age or older. Subject to your compliance with these Terms, SecureGive hereby grants you a limited license to access and make use of these Service, but not to download (other than page caching or downloading of PDF forms, statements, etc. provided as part of the Service) or modify the Service, or any portion of thereof, except with express written consent of SecureGive. In the event that you purchase any Kiosk from SecureGive the foregoing limited license will apply to any SecureGive software or firmware installed on or incorporated within such Kiosk and you hereby acknowledge and agree that neither your purchase of the Service hereunder nor any Kiosk offered by SecureGive does or will transfer any right, title or interest in and to the Service. The Service also contains the Content, and the license granted in this Section does not include any resale or commercial use of the Service or the Content; any derivative use of the Service or the Content; or any use of data mining, robots, or similar data gathering and extraction tools. The Service or any portion thereof may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without the express written consent of SecureGive. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of SecureGive without SecureGive’s express written consent. You may not use any meta-tags or any other “hidden text” utilizing any of SecureGive’s name(s) or service marks without the express written consent of their owners. We (or the respective third party owners of Content) retain all right, title, and interest in the Service and any Content offered on these Service, including any and all intellectual property rights. Any software applications available on or through the Service are licensed, not sold, to you. SecureGive may assign these Terms or any part hereof, without restrictions. You may not assign these Terms or any part hereof, nor transfer or sub-license your rights under these Terms, to any third party. We (or the respective third party owners of Content) reserve all rights not expressly granted. Any unauthorized use terminates the permission or license granted by SecureGive.
16 INFORMATION REGARDING CHILDREN.
Children under the age of 13 are not permitted to use SecureGive Text To Give and we do not intentionally collect or maintain Personal Information from those who are under 13 years old. Protecting the privacy of children is very important to us. Thus, if we obtain actual knowledge that a user is under 13, we will take steps to remove that user’s Personal Information from our databases. We recommend that children between the ages of 13 and 18 obtain their parent’s permission before submitting information over the internet. By using SecureGive Text To Give, you are representing that you are at least 18 years old, or that you are at least 13 years of age and have your parents’ permission to use SecureGive Text To Give.
17 APP STORE TERMS OF SERVICE.
App Provider Terms. The following terms apply to any Service accessed through or downloaded from any app store or distribution platform (like the Apple App Store or Google Play) where the Service may now or in the future be made available (each an “App Provider”). You acknowledge and agree that:
These Terms are concluded between you and SecureGive, and not with the App Provider, and that SecureGive (not the App Provider), is solely responsible for the Service.
The App Provider has no obligation to furnish any maintenance and support services with respect to the Service.
In the event of any failure of the Service to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price for the Service to you (if applicable) and to the maximum extent permitted by Applicable Law, the App Provider will have no other warranty obligation whatsoever with respect to the Service. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of SecureGive.
The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the Service or your possession and use of the Service, including, but not limited to: (i) product liability claims; (ii) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
In the event of any third party claim that the Service or your possession and use of the Service infringes that third party’s intellectual property rights, SecureGive will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
The App Provider, and its subsidiaries, are third party beneficiaries of these Terms as related to your license of the Service, and that, upon your acceptance of the terms and conditions of these Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the Service against you as a third party beneficiary thereof.
You must also comply with all applicable third party terms of service when using the Service.
18 YOUR USE OF THE SERVICE.
Use of Service in Accordance with these Terms and Applicable Law. You will not use the Service for any illegal purpose. You will only use the Service in accordance with the terms and conditions of these Terms and Applicable Law.
Responsibility for Customer Information; Unauthorized Access and Transfers. You hereby acknowledge and agree that you are responsible for maintaining and protecting accurate and current Customer Information. If you believe that your Customer Information or a device that you use to access any Site has been lost or stolen, that someone is using the Service with your Customer Information and without your authorization, or that an unauthorized transaction has occurred, you must notify us immediately at firstname.lastname@example.org
19 PROHIBITED USE.
Prohibited Use of Service. Any use or attempted use of the Service (i) for any unlawful, unauthorized, fraudulent or malicious purpose, or (ii) that could damage, disable, overburden, or impair any server, or the network(s) connected to any server, or (iii) interfere with any other party’s use and enjoyment of the Service, or (iv) to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means, or (v) to access systems, data or information not intended by SecureGive to be made accessible to a user, or (vi) attempt to obtain any materials or information through any means not intentionally made available by SecureGive, or (vii) any use other than the business purpose for which it was intended, is prohibited. In addition, in connection with your use of the Service, you agree you will not:
provide your Customer Information (including your SecureGive Account log in credentials), SecureGive Account information, or access to the Service to any third party unless such third party is a trusted third party service provider of SecureGive;
upload or transmit any message, information, data, text, software or images, or other content (“Material”) that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that may invade another’s right of privacy or publicity;
create a false identity for the purpose of misleading others or impersonate any person or entity, including any SecureGive representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
upload or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements);
upload files that contain viruses, trojan horses, worms, time bombs, cancel-bots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another;
delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
use the Service’s communication features in a manner that adversely affects the availability of its resources to other users (e.g., excessive shouting, use of all caps, or flooding continuous posting of repetitive text);
upload or transmit any unsolicited advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes” or any other form of solicitation, commercial or otherwise;
violate any Applicable Law or international law;
upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party;
delete or revise any material posted by any other person or entity;
manipulate or otherwise display the Service by using framing, mirroring or similar navigational technology or directly link to any portion of the Service other than the main homepage in accordance with the limited license outlined above;
probe, scan, test the vulnerability of or breach the authentication measures of, the Service or any related networks or systems;
register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for the Service if you are not expressly authorized by such party to do so;
harvest or otherwise collect information about others, including e-mail addresses; or
use any robot, spider, scraper, or other automated or manual means to access the Service, or copy any content or information on the Service.
Monitoring and Enforcement; Termination. We have the right to:
Remove or refuse to post any Customer contributions or Submissions for any or no reason in our sole discretion;
Take any action with respect to any Customer contributions or Submissions that we deem necessary or appropriate in our sole discretion, including if we believe that such Customer contribution or Submission violates the Terms, including the Prohibited Use policies outlined herein, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Service or the public or could create liability for SecureGive;
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Service; or
Terminate or suspend your access to all or part of the Service for any or no reason, including without limitation, any violation of these Terms.
Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Service. YOU WAIVE AND HOLD HARMLESS SECUREGIVE AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER OF SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Service, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
You agree to release, indemnify, and hold harmless SecureGive and its Affiliates, and their respective officers, directors, employees and agents, (“Indemnified Persons”) harmless from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal and accounting fees, arising out of or in any way related to: (i) your access to, use of, or inability to use the Service; (ii) your breach of these Terms; (iii) your violation of any rights of a third party; (iv) your violation of any Applicable Law; (v) your failure to provide and maintain true, accurate, current and complete Customer Information; or (vi) your agreement with or services provided to you by Third Party Payments Processor.
21 WARRANTIES AND DISCLAIMERS.
Limitation of Liability.
YOU UNDERSTAND AND AGREE THAT SECUREGIVE, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, SUCCESSORS, AGENTS, AFFILIATES, OR ANY RELATED COMPANIES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH THE SITE, SERVICES, ANY KIOSK, THIS AGREEMENT, THIRD PARTY SERVICE PROVIDER AGREEMENT, OR ANY SERVICES OR PRODUCTS PROVIDED BY THIRD PARTY SERVICE PROVIDER EVEN IF SECUREGIVE HAS BEEN ADVISED OF THE POSSIBILITIES OF THOSE DAMAGES, RESULTING FROM YOUR USE OR INABILITY TO USE YOUR SECUREGIVE ACCOUNT, THE SITE, ANY KIOSK AND SERVICE OR CONTENT, THE COST OF OBTAINING SUBSTITUTE SERVICE OR KIOSK RESULTING FROM ANY LOSS OF DATA, INFORMATION, PRODUCTS AND SERVICE OBTAINED FROM TRANSACTIONS ENTERED INTO THROUGH THE SITE OR SERVICE, OR STATEMENTS OR CONDUCT OF ANY THIRD PARTY, OR ANY OTHER MATTER RELATED TO THE SERVICE. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS PREDICATED UPON YOUR WAIVER OF ANY RIGHT TO SUE SECUREGIVE DIRECTLY OR TO PARTICIPATE IN A className ACTION SUIT FOR ANY LOSSES OR DAMAGES RESULTING FROM YOUR USE OF THE SITE.
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, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
YOU EXPRESSLY AGREE YOUR USE OF THE SERVICE, ANY KIOSK AND THE THIRD PARTY SERVICE PROVIDER IS AT YOUR SOLE RISK. THE SITE, KIOSK AND SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SECUREGIVE, AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES DISCLAIM ANY AND ALL WARRANTIES INCLUDING ANY: (1) WARRANTIES THAT THE SITE, ANY KIOSK, SERVICE AND/OR SERVICE OF ANY THIRD PARTY SERVICE PROVIDER WILL MEET YOUR REQUIREMENTS; (2) WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, SECURITY, USEFULNESS, TIMELINESS, OR INFORMATIONAL CONTENT OF THE SITE, ANY KIOSK, THE SERVICE AND/OR SERVICE OF ANY THIRD PARTY SERVICE PROVIDER; (3) WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE; (4) WARRANTIES FOR SERVICE RECEIVED THROUGH OR ADVERTISED ON THE SITE OR ACCESSED THROUGH THE SITE; (5) WARRANTIES CONCERNING THE ACCURACY OR RELIABILITY OF THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, ANY KIOSK, THE SERVICE AND/OR SERVICE OF ANY THIRD PARTY SERVICE PROVIDER; (6) WARRANTIES THAT YOUR USE OF THE SITE, ANY KIOSK, THE SERVICE AND/OR SERVICE OF ANY THIRD PARTY SERVICE PROVIDER WILL BE SECURE OR UNINTERRUPTED; VIRUS-FREE OR ERROR-FREE AND (7) WARRANTIES THAT ERRORS IN THE SITE, ANY KIOSK, THE SERVICE AND/OR SERVICE OF ANY THIRD PARTY SERVICE PROVIDER WILL BE CORRECTED.
SecureGive does not warrant or make any representations regarding availability, accuracy, reliability, completeness, or timeliness of the materials, Service, text, graphics, and or links associated with the Service. If your use of the Site or the materials, Service, text, graphics, and or links associated with the Service results in the need for servicing or replacing equipment or data, SecureGive is not responsible for those costs.
22 TERM AND TERMINATION.
Term. These Terms shall commence on the date you first access the or make use of the Service and remain in effect until either Party terminates these Terms (the “Term”).
Termination Rights of SecureGive. SecureGive may terminate these Terms at any time in its sole discretion.
Your Cancellation and Termination Rights. You may choose to cancel your Services at any time, effective no less than thirty (30) days from the date of notice, by giving written notice to SecureGive at email@example.com, stating the desired effective date of such termination (if greater than thirty (30) days). SecureGive has no obligation to maintain or provide any Customer Information, and has the right to delete or destroy all copies of Customer Information in its systems or otherwise in its possession or control, unless prohibited by law. You may terminate this Agreement for cause (a) upon thirty (30) days’ written notice to SecureGive of a material breach if such breach remains uncured at the expiration of such period; or (b) if SecureGive becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.
23 BINDING ARBITRATION.
Arbitration Process. Arbitration shall be conducted by and submitted to a single arbitrator (“Arbitrator”) selected from and administered by the Atlanta, Georgia office of JAMS (“JAMS”), in accordance with its then-existing Comprehensive Arbitration Rules & Procedures. The arbitration shall be conducted by a licensed attorney or retired judge who is admitted in both federal and state courts, with experience in securities law. The Arbitrator shall be authorized to award compensatory damages, but shall NOT be authorized to award non-economic damages such as for emotional distress, or pain and suffering or punitive or indirect, incidental or consequential damages. Each party shall bear its own attorneys’ fees, cost and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the Arbitrator and JAMS; however, the Arbitrator may award to the prevailing party reimbursement of its reasonable attorneys’ fees and costs (including, for example, expert witness fees and travel expenses), and/or the fees and costs of the Arbitrator. Within ﬁfteen (15) calendar days after conclusion of the arbitration, the Arbitrator shall issue a written award and a written statement of decision describing the material factual ﬁndings and conclusions on which the award is based, including the calculation of any damages awarded. Each party shall fully perform and satisfy the arbitration award within fifteen (15) days of the service of the award. Judgment on the award may be entered by any court of competent jurisdiction. By agreeing to this binding arbitration provision, you understand that you are waiving certain rights and protections which may otherwise be available if a claim or dispute were determined by litigation in court, including, without limitation, the right to seek or obtain certain types of damages precluded by this arbitration provision, the right to a jury trial, certain rights of appeal, the right to bring a claim as a className member in any purported className or representative proceeding, and the right to invoke formal rules of procedure and evidence.
24 RIGHT OF USE.
Subject to the provisions in these Terms, you may use the Service for non-commercial purposes to: (i) learn about the Service; (ii) learn about the Site, Service, and SecureGive; (iii) enter into these Terms; (iv) open a SecureGive Account to participate in the Service; (v) access statements and conﬁrmations regarding transactions in connection and the value of your SecureGive Account; (vi) access and print or download copies of the current version of these Terms, and other documentation relating to the Service; and (vii) make such other use of the Site and Service as we may expressly permit from time to time in furtherance of the objectives and growth of the Service. Subject to these Terms, we hereby grant you a personal, nontransferable, nonexclusive, non-sublicensable license to use the user interface of the Site, the Service and their respective content and services in accordance with these Terms, and for no other purpose. All rights, title and interest in and to the user interface and Site, including any software, on or through the Site and Service shall belong to SecureGive or our licensors and suppliers, including all modiﬁcations thereof and enhancements thereto. The content and user interface made available from, on or through the Service may not be copied, modiﬁed, republished, assigned, sold or distributed to you, nor may derivative works be prepared therefrom. The license granted to you pursuant to these Terms is solely for your personal use (but not for resale or redistribution) as a user of the Service and may not be used for any other purposes. No ownership rights are granted to you hereunder and no title is transferred hereby.
25 RELATIONSHIP OF THE PARTIES.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of these Terms or your access or use of the Service. Our performance under these Terms is subject to existing laws and legal process, and nothing contained in these Terms is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your access or use of the Service or information provided to or gathered by us with respect to such use.
26 GENERAL TERMS.
Waiver. The waiver by SecureGive of a breach of any provision contained herein shall be in writing and shall in no way be construed as a waiver of any subsequent breach of such provision or the waiver of the provision itself.
Governing Law; Consent to Jurisdiction; Waiver of Jury Trial. These Terms will be deemed entered into in the State of Georgia and will be governed by and interpreted in accordance with the laws of the State of Georgia, excluding without regard to conflicts of law. Subject to Section 21, the Parties agree that any dispute arising under these Terms will be resolved exclusively in the state or federal courts in Georgia and the Parties hereby expressly consent to jurisdiction therein, waiving any defenses of jurisdiction or forum non conveniens. THE PARTIES IRREVOCABLY WAIVE ANY AND ALL RIGHTS TO A TRIAL BY JURY.
Third Party Beneficiaries. Except as limited herein, these Terms and the rights and obligations hereunder shall bind, and inure to the benefit of the Parties and their successors and permitted assigns. Nothing in these Terms, expressed or implied, is intended to confer upon any person, other than the Parties and their successors and permitted assigns, any of the rights hereunder.
Entire Agreement. These Terms, as may be amended from time to time, and each of its exhibits or appendices, constitute and contain the entire agreement between the Parties with respect to the subject matter hereof and supersedes any prior or contemporaneous oral or written agreements. Each Party acknowledges and agrees that the other has not made any representations, warranties or agreements of any kind, except as expressly set forth herein.
Survival. All provisions of these Terms that by their nature extend beyond the expiration or termination of these Terms, including Sections 1, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 17, 18, 19, 20, 21, 23 and 24 and the definitions herein as applicable to interpretation of the foregoing shall survive the termination of these Terms.
Severability. If any provision of these Terms (or any portion thereof) is determined to be invalid or unenforceable, the remaining provisions of these Terms shall not be affected thereby and shall be binding upon the Parties and shall be enforceable, as though said invalid or unenforceable provision (or portion thereof) were not contained in these Terms.
Assignment.You may not transfer or assign these Terms nor any of your rights hereunder to any third party and any attempt to so transfer or assign will be rendered null and void. Notwithstanding the foregoing, SecureGive may assign these Terms or any rights hereunder without consent: (i) to an entity that acquires all or substantially all of its stock, assets or business; or (ii) to an Affiliate. Except as provided in this section, any attempts by either Party to assign any of its rights or delegate any of its duties hereunder without the prior written consent of the other Party shall be null and void.
Contact Us. If you have any questions about these Terms, please contact us as described on the website under “Contact Us” or at the email address or phone number provided below. We will attempt to respond to your questions or concerns promptly after we receive them.
426 FURYS FERRY ROADSUITE 1
AUGUSTA, GA 30907