SMART GIVING INC. USER AGREEMENT
Smart Giving’s mission is to help volunteers with specialized skills locate non-profit organizations that need those skills. The Internet (“Site”) is located at http://www.smartgiving.org . Smart Giving Inc. allows non-profit organizations to list their needs/opportunities. The listing services (the "Services") are provided by Smart Giving INC. ("Smart Giving" or "we") to you ("you" or "user") subject to the following terms and conditions set forth in this User Agreement (this "User Agreement").
Acceptance of Terms. Before you attempt to list any needs/opportunity through Smart Giving and/or begin participating in the Services, we require that you read and accept this User Agreement. BY CHECKING ON THE SPACE BELOW NEXT TO THE BUTTON MARKED "ACCEPT," YOU HEREBY REPRESENT THAT YOU HAVE READ, UNDERSTOOD AND ACCEPT THE TERMS AND CONDITIONS OF THIS USER AGREEMENT AND ALL AGREEMENTS AND POLICIES INCORPORATED BY REFERENCE. If you choose not to accept this User Agreement, you may not access or otherwise use the Site. If you have any questions regarding this User Agreement, please contact our Customer Service department by going to http://www.smartgiving.org/contact .
Amendment. We may, at our sole discretion, change, modify, add or remove any portion of this User Agreement, in whole or in part, from time to time and at any time without notice to you, by posting such changes on the Site. Your continued use of the Site and the Services after such changes are posted will constitute your agreement to such changed User Agreement. This User Agreement was last revised on July 10, 2013.
Capacity to Contract. The Services are available only to individuals or entities who can form legally binding contracts. Without limiting the foregoing, neither minors (persons under the age of 18) nor individuals who have been suspended from the Services may participate in the Services. If you are under the age of 18, you can use the Services only in conjunction with, and under the supervision of, your parents or guardians. If you are registering as a business entity, you represent that you have the authority to bind the entity to this User Agreement.
Registration. In order to participate in the Services, you must register with Smart Giving by filling out our registration form and providing certain information to Smart Giving. To become a member, first go to http://www.smartgiving.org/signup.php. When Smart Giving has notified you that your registration form has been approved, you will become a "Registered User." You agree that the information on your registration form is complete and accurate, and that you will update it in order to keep it current. Smart Giving reserves the right to disapprove, suspend or terminate your registration for any reason, at its sole discretion, and to prohibit you from participating in the Services. Further, the rights granted to you as a Registered User may not be transferred or sold to another party.
Username, Password and Security. During the registration process, you will select a user name and password. You are solely responsible in all respects for all use of and for protecting the confidentiality of your username and password. You agree to notify Smart Giving immediately of any unauthorized use of any username and password and any other breach of security regarding the Services.
Smart Giving's Relationship to You. Smart Giving is not a party to any listings relating to the opportunities you post on Smart Giving. Smart Giving is a venue for non-profit organizations to list their needs/opportunities and for volunteers to locate such opportunities. Smart Giving has no control over the members, volunteers or any aspect of the listings/opportunities.
Release. In the event that you have a dispute with one or more users, you release Smart Giving (and our officers, directors, agents, subsidiaries and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
Information Control. Smart Giving cannot control the information provided by users which is made available through the Services. Users may find other users' information to be offensive, harmful, inaccurate or deceptive. Please use caution and common sense when using the Site. Smart Giving has no control over the quality or legality of the volunteer opportunities listed, the truth or accuracy of the listings or any other information provided by a user about the opportunities.
DISPLAYING VOLUNTEER OPPORTUNITIES
Displaying. You must be a Registered User in order to list volunteer opportunities.
Displaying Policy. In order to display your volunteer opportunities on the Site, you can add images through Smart Giving’s control panel. Registered Users must maintain their listings so that it stays accurate. Smart Giving reserves the right to disapprove, suspend or terminate your registration for any reason, at its sole discretion if any of the listings added does do not contain accurate information. Smart Giving reserves the right to disapprove for any reason, at its sole discretion any listing displayed.
Displaying Period. The registered user may add or remove their listing from the Site at any time.
LISTING VOLUNTEER OPPORTUNITIES
Listing. You must be a Registered User in order to list volunteer opportunities.
Listing Policy. In order to list your volunteer opportunity on the Site, you must keep your profile information current (http://www.smartgiving.org/profile.php?action=member_profile). After completing this section, you may then add volunteer opportunities through Smart Giving’s control panel. Members must maintain all of their listings so that they stay accurate. Smart Giving reserves the right to disapprove, suspend or terminate your registration for any reason, at its sole discretion if listings do not contain accurate information such as accurate dates or guidelines. Smart Giving reserves the right to disapprove for any reason, at its sole discretion any listings.
Listing Period. The seller may add or remove their volunteer opportunity from the Site at any time.
Any information you provide during the registration or listing process and your activities on the Site shall not: (i) be false, inaccurate or misleading; (ii) be fraudulent; (iii) infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (iv) violate any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, antidiscrimination or false advertising); (v) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (vi) be obscene or contain child pornography; (vii) contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (viii) create liability for Smart Giving or cause it to lose (in whole or in part) the services of its ISPs or other suppliers; or (ix) link directly or indirectly to or include descriptions of goods or services that: (a) are prohibited under this User Agreement; (b) are concurrently listed for sale on a website other than the Site; or (c) you do not have a right to link to or include.
Your Information. You agree to grant Smart Giving a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable license to exercise the copyright, publicity, and database rights you have in the information you have provided to us, in any media now known or not currently known, including, without limitation, any images. Smart Giving will use such information solely to enable it to provide the Services.
The Site and Services. The trademarks, trade names, designs and all material contained on this Site, including all portions of the website, content, site design, text, graphics, and all intellectual property rights thereto are the sole and exclusive property of Smart Giving or its licensors. The use of any such property for any other reason, on any other website, or the modification, distribution or republication of this material without the prior written permission of Smart Giving, is strictly prohibited.
Copyright Violations. If you believe that your material or the material of another user has been wrongfully used in a way that constitutes copyright infringement, Smart Giving has a process for you to register your complaint through the following link: http://www.smartgiving.org/contact.php
In order for Smart Giving to investigate and address your complaint, please provide Smart Giving with all of the information requested. If a clear infringement of copyright, trademark, patent, publicity rights or other right comes to the attention of Smart Giving, Smart Giving reserves the right to delete all infringing material from the Site and to suspend you from using the Services, even without receiving a complaint from the person whose rights have been infringed.
How We Handle Copyright Violations. Upon receiving notice of a potential copyright infringement, Smart Giving may immediately delete or suspend access to the infringing material. Smart Giving may also provide the user who posted the allegedly infringing material with contact information for the complaining party and may ask that the user work with the complaining party to resolve the dispute. If Smart Giving has deleted or suspended access to materials you posted on the Site because of a complaint that the posting infringed someone else's copyright, it will attempt to provide you with written notice of its actions. If you disagree with such actions and want to have the materials returned to the Site, please provide us with a written response within ten (10) days after receiving the notice from us (a "Response"). Each Response must contain the following:
Your physical or electronic signature;
Identification of the material that was deleted or made inaccessible;
A statement under penalty of perjury that you have a good faith belief that the material was removed or made inaccessible as a result of mistake or misidentification;
Your name, address and telephone number and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which Smart Giving may be found, and that you will accept service of process from the person who complained that posting the materials constituted a copyright infringement or from an agent of that person.
A copy of your Response, including your name and address, will be sent to the person who complained about your posting. Smart Giving will then decide, in its sole discretion, whether to re-display the deleted materials on the Site.
DISCLAIMER; LIMITATION OF LIABILITY; INDEMNITY
Disclaimer. THE VOLUNTEER OPPERTUNITIES, SITE AND SERVICES, INCLUDING ALL CONTENT, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE OR THE SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Smart Giving DOES NOT WARRANT THAT THE LISTINGS, SERVICES OR THE FUNCTIONS, FEATURES OR CONTENT OF THE SITE WILL BE TIMELY, ACCURATE, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. SMART GIVING MAKES NO WARRANTY THAT THE LISTINGS, SITE OR SERVICES WILL MEET USERS' REQUIREMENTS OR EXPECTATIONS, AND EXPRESSLY DISCLAIMS ANY WARRANTIES OR GUARANTEES THAT BY LISTING ON THE SITE, THE LISTING WILL BE ACCURATE. IF YOU ARE DISSATISFIED WITH THE SITE OR ANY SERVICES, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE AND THE SERVICES. SMART GIVING MAKES NO WARRANTY REGARDING ANY LISTINGS POSTED ON THE SITE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SMART GIVING OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO CERTAIN USERS. SMART GIVING EXPRESSLY DISCLAIMS ANY ENDORSEMENT OR WARRANTY OF ANY LISTING POSTED ON OR THROUGH THE SERVICES, AND ANY RESPONSIBILITY FOR ANY MISREPRESENTATIONS OR BREACHES COMMITTED BY ANOTHER USER.
Limitation of Liability. IN NO EVENT SHALL SMART GIVING BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM (I) ANY INJURY TO ANY PERSON OR PROPERTY CAUSED BY THE LISTING (II) DEFECTS IN SUCH LISTING ON ANY THEORY OF LIABILITY. IN ADDITION, IN NO EVENT SHALL SMART GIVING BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SERVICES, THE SITE OR ITS CONTENT, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOST SALES, EVEN IF SMART GIVING OR AN AUTHORIZED REPRESENTATIVE THEREOF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE TOTAL LIABILITY OF SMART GIVING TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) ARISING FROM THIS USER AGREEMENT OR YOUR USE OF THE SITE AND THE SERVICES EXCEED, IN THE AGGREGATE, $100.00.
Indemnity. You agree to defend, indemnify and hold harmless Smart Giving, its officers, directors, agents, subsidiaries and employees, from claims, demands and damages, actual and consequential, of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any breach or violation by you of this User Agreement, any use by you of the Site or any disputes or damages arising out of your use of or contracts formed with you through this Site.
ANY DISPUTE, CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE BREACH THEREOF, SHALL BE SETTLED BY BINDING ARBITRATION IN ACCORDANCE WITH THE COMMERCIAL RULES OF THE AMERICAN ARBITRATION ASSOCIATION ("AAA"). THE ARBITRATION SHALL BE BEFORE A SINGLE ARBITRATOR AND THE ARBITRATION SHALL TAKE PLACE IN DALLAS, TEXAS. IF NOT MUTUALLY AGREED UPON, THE ARBITRATOR SHALL BE SELECTED ACCORDING TO AAA RULES FROM A LIST, PREPARED BY THE AAA, OF PERSONS HAVING EXPERTISE IN THE SUBJECT MATTER. THE AWARD SHALL BE IN WRITING AND IN ACCORDANCE WITH APPLICABLE LAW. JUDGMENT UPON THE AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION THEREOF. THIS PROVISION IS SELF-EXECUTING, AND IN THE EVENT THAT EITHER PARTY FAILS TO APPEAR AT ANY PROPERLY NOTICED ARBITRATION PROCEEDING, AN AWARD MAY BE ENTERED AGAINST SUCH PARTY NOTWITHSTANDING SAID FAILURE TO APPEAR.
Eligibility. Only Registered Users are eligible to participate in the Services.
Third Party Links. Where Smart Giving provides links to third party Internet sites, no representations or endorsements are made in connection with such sites. Smart Giving is not liable for any damages or injury arising from use of such sites.
Modification and Availability. Smart Giving may, at any time, delete, modify or supplement the content of the Site without prior notice. Smart Giving reserves the right, for any reason, at its sole discretion, to terminate, change, suspend or discontinue any aspect of the Site or the Services, including, but not limited to, content, features or hours of availability. Smart Giving may also impose limits on certain features of the Services or restrict your access to part or all of the Site or the Service without notice or penalty.
Monitoring. You agree that Smart Giving has the right, but not the obligation, to monitor at any time, for any reason at its sole discretion, all material and content on the Site. Smart Giving reserves the right at all times to edit, disclose or refuse to post any material or information or request removal of or remove any material or information from the Site.
Access and Interference. You agree that you will not use any automatic device or manual process to monitor or copy Smart Giving's web pages or the content contained herein. You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on Smart Giving's infrastructure.
Service Integrity. Smart Giving makes reasonable commercial efforts to make its Services and Site available at all times. However, Smart Giving is not responsible for any interruptions, including, but not limited to, interruptions that may affect the receipt, processing or acceptance of any aspect of a sale.
Termination. This User Agreement constitutes a legally binding agreement between you and Smart Giving until terminated by you or Smart Giving, which Smart Giving may do at any time, without notice, at Smart Giving's sole discretion. If you become dissatisfied with the Services or the Site in any way, your only recourse is to immediately discontinue use of the Services.
Governing Law. This User Agreement is made and shall be governed by and construed in accordance with the laws of the State of Illinois, excluding its choice of law principles.
Injunctive Relief. It is understood and agreed that, notwithstanding any other provisions of this User Agreement, breach of the provisions of this User Agreement by you will cause Smart Giving irreparable damage for which recovery of money damages would be inadequate, and that we shall therefore be entitled to obtain timely injunctive relief to protect our rights under this User Agreement in addition to any and all other remedies available at law or in equity.
Waiver. The failure of you or us to require performance by the other party of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by either party of a breach of any provision hereof be taken or held to be a waiver of the provision itself.
Severability. In the event that any provision of this User Agreement shall be unenforceable or invalid under any applicable law or be so held by applicable court decision, such unenforceability or invalidity shall not render this User Agreement unenforceable or invalid as a whole, and, in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions.
Entire Agreement. This User Agreement comprises the entire agreement between you and Smart Giving and supersedes all prior agreements between the parties, regarding the subject matter contained herein. All provisions in this User Agreement regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination of this User Agreement.