Last Updated: November 10, 2015
II. Actions by Organization’s Agents (“Validators”) on the Services
III. Communications; Privacy
VI. Copyright; Trademarks
V. User Content and Conduct
VI. Links; Third Party Websites
VII. Disclaimer; Limitation of Liability
IX. Service Usage; Termination of Usage
X. Rules for Surveys
XII. Applicable Law; Jurisdiction; Dispute Resolution
XIII. Severability; Interpretation
XIV. Entire Agreement
XVI. Copyright Policy
XVII. Contact Information
a. Recipient’s need (the “Need”);
b. Requests a donation in a specified amount (not to exceed Benevolent’s posted limitations); and
c. Set a time period within which the requested support is needed (not to exceed Benevolent’s posted time limitations) (“Collection Period”).
Benevolent is not obligated to review content posted by Recipients prior to its posting to any area of the Site, including any private profile. Validators will approve each Recipient’s posted Need profile and remain in contact with the Recipient over the course of the Collection Period to confirm the Recipient’s ongoing Need.
At the time a Donor makes a contribution to Benevolent, including a contribution in support of a Need, the Donor’s credit card or indicated account will be charged. If the Recipient’s need is not met to at least 95% by the time the Collection Period expires, Benevolent may, at its discretion, provide grant funds in the amount donated or close the need without providing funding, in which case Benevolent will reallocate the contribution on the Donor’s behalf.
When a reallocation occurs, the Donor will be sent an email from Benevolent informing the Donor of the reallocation of the contribution to another Recipient. The Donor will be given 48 hours from the sending of the reallocation e-mail to request an alternative reallocation. If the Donor responds to the e-mail with a request for an alternate reallocation, then Benevolent will reallocate the Donor’s contribution as reasonably requested by the Donor. If the Donor does not respond to the e-mail within 48 hours of the sending of the reallocation e-mail, the Donor agrees that Benevolent, in its sole discretion, may maintain the reallocation of the contribution.
A Need can be supported up to a maximum of 100% of the requested Need amount or in an amount exceeding 100% if the completing donation exceeds the 100%. Once 100% of the Recipient’s Need is met or exceeded, Benevolent will close all giving to that specific Need. However, if 95% of the requested Need amount is not met by the expiration of the Collection Period, then donations pledged to that Need may be reallocated as described above. Benevolent, in its sole discretion, may also reallocate any donations pledged to any Need to the extent that they exceed 100% of that Need.
After the Need is fulfilled, Benevolent may transmit the amount of funds collected for the validated Need (the “Donations”) using a variety of means including check, ACH transfer, payment for goods or services or by issuing the funds through a secure debit card provision to the Validator of the Organization. At that time, the Validator will again reassess the Need. If the Need is still valid, the resource requested will be provided by the Validator for the Recipient. However, if there has been a change in the Recipient’s qualifications for the Need, the Organization or Validator may divert the grant funds to another need. Payment of each grant is contingent upon Benevolent’s satisfaction that all Grant funds have been and will continue to be used consistent with the terms of this Agreement and the Benevolent Organizational Agreement.
Provision of bank account number and routing number by an Organization for ACH transfer purposes shall constitute Organization’s agreement to receive electronic transfer of funds. The Validator acting as the agent of the Organization will distribute the funds on the Organization’s behalf to meet the specific needs of the individual presented by the Organization.
Benevolent will retain any contributions specifically designated by Donors as contributions to Benevolent. Donors can also donate funds directly to Benevolent through the Site.
Please read this Agreement carefully before using the Services. By using the Services, you agree to be bound by the terms and conditions contained in this Agreement. If you do not agree to the terms and conditions contained in this Agreement, you may not access or otherwise use the Services.
Benevolent may, in our sole discretion, modify this Agreement with or without notice to you. The “Last Updated” date at the top of this Agreement will indicate when the latest modifications were made. By continuing to access and use the Services after this Agreement has been modified, you are agreeing to such modifications. Therefore, you should review this Agreement prior to each use of the Services. In addition, when using particular services or features or making purchases on the Services, you shall be subject to any posted guidelines or policies applicable to such services, features or purchases that may be posted from time to time. All such guidelines or policies are hereby incorporated by reference into this Agreement.
You must be at least 18 years of age to use the Services. By providing information to Benevolent, you represent to Benevolent that you are 18 years of age or older.
II. Actions by Organizations’ Agents and Validators on the Services
All actions by Organizations on the Services are taken by Organizations’ agents and Validators. When an Organization’s agent or Validator opens an account on the Services, all actions taken on or through that account are considered the actions of the Organization. Therefore, the Organization, not the Organization’s agent or Validator, is considered liable for any actions taken by the Organization’s agent or Validator on the Services.
III. Communications, Privacy
You expressly agree that, as part of the Services, you will receive communications by email, including promotional communications from time to time. You may stop receiving promotional alerts via email by emailing firstname.lastname@example.org. You may not opt out of Service-related emails.
You expressly agree that when you send and/or receive personal email messages through the Site, the information transmitted is not confidential. You further agree to allow Benevolent to use your email address to enable the correct routing of your personal email messages.
IV. Copyright; Trademarks
You acknowledge that all materials on the Services, including the Services’ design, graphics, text, sounds, pictures, software and other files and the selection and arrangement thereof (collectively, “Materials”), are the property of Benevolent or its licensors, and are subject to and protected by United States and international copyright and other intellectual property laws and rights. You will not obtain any ownership interest in the Materials or the Services through this Agreement or otherwise. All rights to Materials not expressly granted in this Agreement are reserved to their respective copyright owners. Except as expressly authorized by this Agreement or on the Services, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, exploit, create derivative works or otherwise use any of the Materials in any form or by any means, without the prior written authorization of Benevolent or the respective copyright owner. Benevolent authorizes you to view and download the Materials only for personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices contained in the original Materials. You may not modify or adapt the Materials in any way or otherwise use them for any public or commercial purposes. The trademarks, service marks, trade names, trade dress and logos (collectively, “Marks”) contained or described on the Services (including, without limitation, Benevolent and the BENEVOLENT logo) are the sole property of Benevolent and/or its licensors and may not be copied, imitated or otherwise used, in whole or in part, without the prior written authorization of Benevolent and/or licensors. In addition, all page headers, custom graphics, button icons and scripts are Marks of Benevolent and may not be copied, imitated or otherwise used, in whole or in part, without the prior written authorization of Benevolent will enforce its intellectual property rights to the fullest extent of the law.
V. User Content and Conduct
Where applicable at the Services (e.g., creating individual profiles), you are invited to post your own content (“User Content”).
You understand that all User Content that you have transmitted to another Service user or to us is your sole responsibility. Though the Services are designed to be a safe place to share such User Content, Benevolent cannot guarantee that other users will not misuse the User Content that you share. If you have any User Content that you would like to keep confidential and/or do not want others to use (including but not limited to, photos, personal information, name, home address, telephone number, etc.), do not post it to the Services. In particular, if you post information about a third party – such as a Organization posting information about a Recipient or a Recipient’s Need for Support -- please secure permission from the third party to post that information and do not post any information that the third party would want to keep confidential. Under no circumstances will Benevolent be liable in any way for any User Content, including, but not limited to, any errors or omissions in any User Content, or for any loss or damage of any kind incurred as a result of the use of any User Content posted, emailed or otherwise transmitted via the Services. BENEVOLENT IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY USER CONTENT YOU POST TO THE SERVICES.
You acknowledge and agree that Benevolent may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: comply with legal process; enforce this Agreement; respond to claims that any User Content violates the rights of third-parties; or protect the rights, property, or personal safety of Benevolent, its users and the public. You understand that the technical processing and transmission of the Services, including your User Content, may involve: transmissions over various networks; and changes to conform and adapt to technical requirements of connecting networks or devices.
You agree to each of the conditions in this Agreement and further agree that each of these conditions applies forever and broadly with regard to Benevolent worldwide. Posting of User Content to or through the Services, including ideas or disclosures of opinions, is voluntary on your part. No confidential or additional contractual relationship is established by your posting of User Content or is to be implied by our review or subsequent use of your User Content. Benevolent shall not be liable for any disclosure of any User Content, including opinion(s) or suggestion(s), you post to or through the Services. BENEVOLENT SHALL BE ENTITLED TO UNRESTRICTED USE OF ANY USER CONTENT IT MAY RECEIVE FROM YOU AT OR THROUGH THE SERVICES, FOR ANY PURPOSE WHATSOEVER, COMMERCIAL OR OTHERWISE, WITHOUT COMPENSATION TO YOU AS PROVIDER OF THE USER CONTENT.
You agree that you will not use the Services to:
(a) upload, post, email or otherwise transmit any User Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise unlawful or objectionable (including without limitation, nudity and depiction of drug use);
(b) harm minors in any way;
(c) impersonate any person or entity, including, but not limited to a representative of Benevolent, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the Services;
(e) upload, post, email or otherwise transmit any User Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(f) upload, post, email or otherwise transmit any User Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights (“Rights”) of any party;
(g) upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, except in those areas that are designated for such purpose;
(h) upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, emulate, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(i) disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the Services are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges;
(j) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
(k) “stalk” or otherwise harass another;
(l) collect or store personal information or data about other Service users, or disclose another user’s personal information or data to any third party;
(m) solicit personal information or data from anyone under 18 years of age; and/or
(n) “bot,” “hack,” “crack,” or otherwise attempt to circumvent any access control, copyright protection or license-enforcement mechanisms associated with or related to the Services.
You understand that by using the Services, you may be exposed to User Content created by others that is offensive, indecent or objectionable. Benevolent does not endorse or have control over what is posted as User Content. User Content is not reviewed by Benevolent prior to posting and does not reflect the opinions or policies of Benevolent. Benevolent makes no representations or warranties, express or implied as to the User Content or the accuracy and reliability of the User Content or any other material or information that you may access through the Services. Parents should use appropriate parental discretion in determining whether to grant authorization to minor children to access the Services. Benevolent assumes no responsibility for monitoring the Services for inappropriate submissions or conduct, but reserves the right to do so. If at any time Benevolent chooses, in its sole discretion, to monitor the Services, Benevolent nonetheless assumes no responsibility for the User Content, has no obligation to modify or remove any inappropriate User Content, and has no responsibility for the conduct of the Services users submitting any such User Content. Notwithstanding the foregoing, Benevolent and its designees shall have the right to remove any User Content at any time, without notice and for any reason, including but not limited to, content that violates this Agreement or is otherwise objectionable, in Benevolent’s sole discretion. You agree that you must evaluate, and bear all risks associated with, the use of any User Content, including any reliance on the accuracy, completeness, or usefulness of such User Content. In this regard, you acknowledge that you may not rely on any User Content. Benevolent may store User Content indefinitely. However, Benevolent has no obligation to store User Content or make it available to you in the future.
You are solely responsible for your interactions with other Service users. Benevolent reserves the right, but has no obligation, to monitor disputes between you and other Service users, including disputes regarding the exchange of virtual currency or goods. Benevolent reserves the right to terminate your Services access if Benevolent determines, in its sole discretion, that doing so is prudent.
You may submit reviews or other feedback using forms on the Services. Any comments, suggestions, or feedback relating to the Services (collectively “Feedback”) submitted to Benevolent shall become the property of Benevolent. Benevolent will not be required to treat any Feedback as confidential, and will not be liable for any ideas (including without limitation, product, application, site, Services or advertising ideas) and will not incur any liability as a result of any similarities that may appear in the Services, or operations, in the future. Without limitation, Benevolent will have exclusive ownership of all present and future existing rights to the Feedback of every kind and nature everywhere and will be entitled to use the Feedback for any commercial or other purpose whatsoever, without compensation to you or any other person sending the Feedback. You acknowledge that you are responsible for whatever material you submit, and you, not Benevolent, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright.
VI. Links; Third Party Websites
Links on the Services to third party websites are provided only as a convenience to you. If you use these links, you will leave the Services. Your dealings with third parties through links to such third party websites are solely between you and such third parties. You agree that Benevolent and its Affiliated Parties (defined below) will not be responsible or liable for any content, goods or services provided on or through these outside websites or for your use or inability to use such websites. You will use these links at your own risk. You are advised that other websites on the Internet, including third party websites linked from the Services, might contain material or information that some people may find offensive or inappropriate; or that is inaccurate, untrue, misleading or deceptive; or that is defamatory, libelous, infringing of others’ rights or otherwise unlawful. Benevolent expressly disclaims any responsibility for the content, legality, decency or accuracy of any information, and for any products and services, that appear on any third party website or application.
Without limiting the foregoing, your correspondence or business dealings with, participation in promotions of or purchases from, advertisers found on or through the use of the Services, including payment for and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Benevolent and its Affiliated Parties shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Services.
Benevolent is not responsible for any product or service (including third party applications) sold on or through the Services or any claims of quality or performance made on or through the Services.
VII. Disclaimer; Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES AND THE MATERIALS CONTAINED HEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, BENEVOLENT AND OTHER AFFILIATED COMPANIES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES (COLLECTIVELY, “BENEVOLENT AND ITS AFFILIATED PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, BENEVOLENT AND ITS AFFILIATED PARTIES MAKE NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SERVICES WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, YOUR MOBILE DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BENEVOLENT AND ITS AFFILIATED PARTIES OR ON OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
ALL SERVICES OBTAINED ON OR THROUGH THE SERVICE ARE SUBJECT ONLY TO ANY APPLICABLE WARRANTIES OF THEIR RESPECTIVE DISTRIBUTORS AND/OR SUPPLIERS, IF ANY. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, BENEVOLENT AND ITS AFFILIATED PARTIES DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, ANY IMPLIED WARRANTIES, WITH RESPECT TO THE SERVICES (INCLUDING VIRTUAL SERVICES) LISTED OR PURCHASED ON OR THROUGH THE SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE EXPRESSLY DISCLAIM ALL LIABILITY FOR SERVICE DEFECT OR FAILURE, SERVICE MISUSE, ABUSE, SERVICE MODIFICATION, IMPROPER SERVICE SELECTION AND NON-COMPLIANCE WITH ANY WRITTEN DIRECTIONS.
BENEVOLENT AND ITS AFFILIATED PARTIES SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING ANY LIABILITY (I) AS A PUBLISHER OF INFORMATION, (II) FOR ANY INCORRECT OR INACCURATE INFORMATION, (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA, (IV) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES, OR (V) FOR ANY OTHER MATTER RELATING TO THE SERVICES OR ANY THIRD PARTY WEBSITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF GOOD WILL, LOSS OF USE, LOSS OF DATA, COST OF PROCURING SUBSTITUTE GOODS, SERVICES OR INFORMATION, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BENEVOLENT AND YOU. THE INFORMATION AND SERVICES OFFERED ON AND THROUGH THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NOTWITHSTANDING THE FOREGOING, THE SOLE AND ENTIRE MAXIMUM LIABILITY OF BENEVOLENT AND AFFILIATED PARTIES FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OR CLAIM WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR ANY INFORMATION OR SERVICE PURCHASED BY YOU FROM BENEVOLENT ON THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID BENEVOLENT ANY AMOUNTS FOR ANY INFORMATION OR SERVICE PRIOR TO THE DATE ON WHICH YOU FIRST ASSERT ANY CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH BENEVOLENT IS TO STOP USING THE SERVICES AND CANCEL YOUR ACCOUNT.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE EXCLUSIONS AND LIABILITY ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
You agree to indemnify, defend and hold harmless Benevolent and its Affiliated Parties against all claims, demands, causes of action, losses, expenses, damages and costs, including any reasonable attorneys’ fees, resulting or arising from or relating to your use of or conduct on the Services, any activity related to your account by you or any other person, any material that you submit to, post on or transmit through the Services, your breach of this Agreement, your infringement or violation of any rights of another, or termination of your access to the Services. You expressly agree to indemnify, defend and hold harmless Benevolent and its Affiliated Parties against any and all claims resulting or arising from or related to your disclosure of personal information on the Site (including but not limited to your name, e-mail address, mailing address, zip code, country, gender, birth date, education, employment status, and Site nickname and password).
IX. Service Usage; Termination of Usage
You are required to establish an account on the Services in order to take advantage of certain features of the Services. If you provide information on the Services, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the Services, and (b) as permitted, maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is false, inaccurate, outdated or incomplete, or Benevolent has reasonable grounds to suspect that such information is false, inaccurate, outdated or incomplete, Benevolent has the right to suspend or terminate your account and prohibit any and all current or future use of the Services (or any portion thereof) by you.
You will create a username and password while completing the account registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. Benevolent reserves the right to refuse registration of, or cancel, a username in its sole discretion. You agree to (a) immediately notify Benevolent of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. You agree to be responsible for all actions resulting from the use of your account on the Services, including actions resulting from unauthorized use of your account prior to your taking steps to prevent such occurrence by changing your password and notifying Benevolent. Benevolent and its Affiliated Parties cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
You agree to use the Services only for lawful purposes, and that you are responsible for your use of and communications on the Services. You agree not to post on or transmit through the Service any unlawful, infringing, threatening, harassing, defamatory, vulgar, obscene, profane, indecent, offensive, hateful or otherwise objectionable material of any kind, including any material that encourages criminal conduct or conduct that would give rise to civil liability, infringes others’ intellectual property rights or otherwise violates any applicable local, state, national or international law. You agree not to use the Services in any manner that interferes with its normal operation or with any other user’s use and enjoyment of the Services.
You further agree that you will not access the Services by any means except through the interface provided by Benevolent for access to the Services. Creating or maintaining any link from another website or application to any page or functionality on the Services without the prior written authorization of Benevolent is prohibited. Running or displaying the Services or any information or material displayed on the Services in frames or through similar means on another website or application without the prior written authorization of Benevolent is prohibited. Any permitted links to the Services must comply with all applicable laws, rules, and regulations.
Benevolent makes no representation that Materials contained on the Services or products described or offered on the Services are appropriate or available for use in jurisdictions outside the United States, or that this Agreement complies with the laws of any other country. Visitors who use the Services and reside outside the United States do so on their own initiative and are responsible for compliance with all laws, if and to the extent local laws are applicable. You agree that you will not access the Services from any territory where its contents are illegal, and that you, and not Benevolent and its Affiliated Parties, are responsible for compliance with applicable local laws.
This Agreement is effective unless and until terminated by either you or Benevolent. You may terminate this Agreement at any time, provided that you discontinue any further use of the Services. Benevolent also may terminate or suspend this Agreement, at any time, without notice, and accordingly deny you access to the Services, for any reason, including without limitation, if in Benevolent’s sole discretion you fail to comply with any term or provision of this Agreement or your use is harmful to the interests of another user or Benevolent and its Affiliated Parties. Any fees paid hereunder are non-refundable.
Benevolent reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. Except as otherwise expressly stated in this Agreement, you agree that Benevolent and its Affiliated Parties shall not be liable to you or to any third party for any modification, suspension or discontinuation of the Services.
You agree that Benevolent may terminate or suspend your access to all or part of the Services, without notice, for any conduct that Benevolent, in its sole discretion, believes is in violation of this Agreement or any applicable law or is harmful to the interests of another user or Benevolent and its Affiliated Parties.
Sections II, VII-IX, and XII-XV shall survive any termination of this Agreement.
X. Rules for Surveys
Pursuant to 47 U.S.C. Section 230 (d) as amended, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protection is available at http://www.staysafeonline.org.
XII. Applicable Law; Jurisdiction; Dispute Resolution
(a) The Services are controlled and operated by Benevolent from within the United States of America, and is intended for use only by residents of the United States. Benevolent makes no representations or warranties that the content or materials of the Services are appropriate or lawful in any foreign countries, or that any items or applications offered for sale or download through links on the Services will be available outside the United States. Those who choose to access the Services from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. You may not use or export or re-export any content downloaded from the Services or any copy or adaptation of such content, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.
(b) Our goal is to provide you with a neutral and cost-effective means of resolving the dispute quickly. Thus, for any claim related to this Agreement or our Services where the total amount sought (i) is equal to or more than $10,000 USD, you may, or (ii) is less than $10,000 USD, you must, initiate dispute proceedings by completing the Notice of Dispute Form. Benevolent may offer to settle the claim, provided however that if the dispute is not resolved within 30 days from the date of Benevolent’s offer to settle or Benevolent’s receipt of the Notice of Dispute Form (whichever is later), you may invoke binding arbitration by filing a separate Demand for Arbitration. A party electing arbitration shall initiate it through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted, at the option of the party seeking relief, in person, by telephone, online, or based solely on written submissions; (b) any in person arbitration will take place in the county in which the city or town you have entered as your residence sits (and if neither is applicable, then the arbitration shall take place in Cook County, Illinois); (c) either party may bring a claim in small claims court in lieu of arbitration; (d) the ADR provider may award any form of individual relief; (e) Benevolent will pay all costs for non-frivolous claims; (f) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction; (g) Benevolent may not seek reimbursement of its attorney’s fees in connection with such arbitration; (h) in the event you receive an arbitration award greater than Benevolent’s last written settlement offer, Benevolent will pay a ten thousand U.S. Dollar ($10,000.00 USD) minimum recovery and twice the amount of the your attorney’s fees, (i) claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. You hereby agree that for any dispute or claim that is less than $10,000 USD, you waive any right to a trial (by judge or jury), you waive any right to participate as a member of a class in a class action or similar proceeding, and you will abide by the dispute resolution mechanism in this Section XII (b).
(c) The formation, construction and interpretation of this Agreement shall in all respects be governed by and construed in accordance with the laws of the United States and the State of Illinois, without giving effect to any principles of conflicts of laws. This Agreement shall not be governed by the United Nations Conventions of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded from any interpretation of this Agreement. For any dispute that is equal to or more than $10,000 and is not resolved or arbitrated under Section XII(b) of this Agreement, it is hereby agreed that any action at law or in equity arising under this Agreement and/or your use of the Services shall be finally adjudicated or determined in any court or courts of the State of Illinois, or of the United States of America, in Cook County, Illinois and the parties hereto hereby submit generally and unconditionally to the personal and exclusive jurisdiction and venue of these courts in respect to any such matter and consent to service of process by any means authorized by Illinois law.
(d) All claims you bring against Benevolent must be resolved in accordance with this Section. All claims filed or brought contrary to this Section shall be considered improperly filed and a breach of this Agreement. Should either party file a claim contrary to this Section, the other party may recover attorneys’ fees and costs up to ten thousand U.S. Dollars ($10,000.00 USD), provided that such party seeking such fees has notified the other in writing of the improperly filed claim, and the other has failed to promptly withdraw the claim.
XIII. Severability; Interpretation
If any provision of this Agreement shall be deemed unlawful, void, or for any reason unenforceable by a court of competent jurisdiction, the validity and enforceability of any remaining provisions shall not be affected. When used in this Agreement, the term “including” shall be deemed to be followed by the words “without limitation.”
XIV. Entire Agreement
The failure of Benevolent and its Affiliated Parties to insist upon strict adherence to any term of this Agreement shall not constitute a waiver of such term and shall not be considered a waiver or limit that party’s right thereafter to insist upon strict adherence to that term or any other term of this Agreement.
You agree that regardless of any statute or law to the contrary, any claim of cause of action arising from or relating to use of the Services or this Agreement must be filed within one (1) year after such claim or cause of action arose, or will be forever barred. The “Disclaimer; Limitation of Liability” provisions of this Agreement are for the benefit of Benevolent and its Affiliated Parties as defined herein, and each of these individuals or entities shall have the right to assert and enforce these provisions directly against you on its own behalf.
XVI. Copyright Policy
We respect the intellectual property rights of others and require that Service users do the same. If you believe that your proprietary work has been copied in a way that constitutes copyright infringement, please forward the following information to Benevolent’s Copyright Agent, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below:
(a) A physical signature of the person authorized to act on behalf of the owner of the copyright;
(b) A description of the copyrighted work that you claim has been infringed;
(c) A description of where the material that you claim is infringing is located on the Services;
(d) Your address, telephone number, and email address;
(e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Benevolent Copyright Agent
c/o Alisa Arnoff
Scalambrino & Arnoff
One N. LaSalle, Suite 1600, Chicago, IL 60602
XVII. Contact Information
If you have any comments, questions, or complaints regarding this Agreement or the Services, or wish to report any violation of this Agreement, please contact us. We will address any issue to the best of our abilities as soon as possible.
©2015 Benevolent, NFP. All rights reserved.