Effective Date: May 15, 2020;
Subject to these Terms and Conditions, as amended from time to time (“Terms and Conditions”), True Given, Inc. (https://www.truegiven.com) provides the True Given platform to you through its website at www.truegiven.com and attendant mobile applications (the “Website”) and related services (collectively with the Website, including any new features and applications, the “Services”). Please review the following terms carefully. Please also revisit this page from time to time as our Terms and Conditions may change. The then-current Terms and Conditions will govern your use of the Services.
The terms “us”, “we”, “our” and “True Given” refer collectively to True Given, Inc. A “User” is someone using our Services. An “Organization” is a nonprofit organization or other entity or person that has available programs on the Website. A “Member” is an Organization that registers as a member of the Website. A “Donor” is a person that donates to an Organization through our Services.
All text, information, graphics, design, videos, and data offered through our Website, whether produced by our Users (“User Content”), by us (“True Given Content”) or by an Organization (“Organizational Content”), are collectively known as “Content”.
Acceptance of Terms and Conditions
THESE TERMS AND CONDITIONS CONTAINS WARRANTY DISCLAIMERS AND OTHER PROVISIONS THAT LIMIT OUR LIABILITY TO YOU. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AND IN THEIR ENTIRETY, AS USING OUR WEBSITE CONSTITUTES ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO BE BOUND TO EACH AND EVERY TERM AND CONDITION SET FORTH HEREIN, PLEASE EXIT THIS PAGE AND DO NOT PROCEED FURTHER.
Except as otherwise noted, these Terms and Conditions constitute the entire and only agreement between you and True Given and supersede all other agreements, representations, warranties, and understandings with respect to our Services, and the subject matter contained herein.
The Services are administrative platforms only. True Given facilitates the connection of Users and Organizations and permits Donors to make donations to these Organizations. True Given is not a broker, agent, financial institution, creditor or 501(c)(3) nonprofit corporation.
YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US OR ANY OF OUR OFFICERS, DIRECTORS OR EMPLOYEES ACTING IN THEIR CAPACITY AS SUCH (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH US, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS AND CONDITIONS, YOUR USE OF THE SERVICES, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU AND WE HEREBY EXPRESSLY WAIVE TRIAL BY JURY. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND WE ARE EACH WAIVING OUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Any arbitration between you and us will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms and Conditions. The AAA Rules and filing forms are available online at www.adr.org (http://www.adr.org) by calling the AAA at 1-800-778- 7879. The arbitration will be conducted in Boston, Massachusetts, and judgment on the arbitration award may be entered into in any court having jurisdiction thereof.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Our current address for Notice is: True Given, Inc., 141 N. Pleasant St., #915, Amherst, MA 01004. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). We and you each agree to work with each other and make a good faith effort to resolve the claim directly, but if we aren’t successful within 60 days after the Notice of Arbitration is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by either of us must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.
If the arbitration finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in the Federal Rule of Civil procedure 11(b), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse us for all monies previously disbursed by us that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
YOU AND WE AGREE THAT EACH MAY BRING CLAIMS TO THE FULLEST EXTENT LEGALLY PERMISSIBLE AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
If we make any future change to this arbitration provision, other than a change to our address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to our address for Notice of Arbitration, in which case your account with us will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
We each agree to keep the arbitration proceedings, all information exchanged between us, and any settlement offers confidential, unless otherwise required by law or requested by law enforcement or any court or governmental body. However, we may each disclose these matters, in confidence, to our respective accountants, auditors, and insurance providers.
Choice of Law and Jurisdiction
These Terms and Conditions will be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to conflict of laws provisions. In addition, you agree to submit to the personal jurisdiction and venue of such courts. Any cause of action by you with respect to our Services must be instituted within one (1) year after the cause of action arose or is forever waived and barred.
Our Services are intended solely for Users who are at least sixteen (16) years of age or older. Any registration by, use of, or access to our Website by anyone under sixteen (16) years of age, is unauthorized, unlicensed, and in violation of these Terms and Conditions. By using our Services you represent and warrant that you are 16 years of age and older.
Registration for Membership
To fully utilize our Services, an Organization must register to become a Member of the Website and pay a monthly fee. A membership is not transferable or assignable. True Given has the sole right and discretion to determine whether to accept a Member and may reject a Member’s registration with or without explanation and for any reason.
True Given reserves the right to suspend accounts that are over 30 days past due of their payment due date, whether as a result of late payment or changes to the credit or debit card associated with a Member’s account. True Given reserves the right to suspend accounts of Members at our discretion, including any use that is deemed by us to be improper.
Given Page Viewing and Donations
True Given is not responsible for promoting campaign pages for Organizations. Organizations promote their own pages through a variety of marketing and advertising activities. True Given is not responsible or liable for who views Organization pages or submits applications for programs.
The existence of the Services is not a solicitation of donations by True Given, and True Given does not engage in any solicitation activities, or consult on the solicitation of contributions from the public, on behalf of any individual, entity, or organization. By using the Services, you understand and agree that True Given shall not be responsible for the use of your donations.
All donations are at your own risk. When you make a donation through our Website, it is your responsibility to understand how your money will be used. True Given is not responsible for any offers, promises, rewards or promotions made or offered by Organizations. We do not and cannot verify the information that Organizations supply, nor do we represent or guarantee that the donations will be used in accordance with any fundraising purpose prescribed by an Organization or in accordance with applicable laws.
Donors are not permitted to impose restrictions on the use of donations by an Organization. To the extent that a donation is made in response to an appeal for a particular program of an Organization, or to the extent that a Donor purports to direct the use of donations by an Organization, any such directions shall constitute non-binding recommendations only and the Organization shall have full discretion to determine how all donations will be used.
True Given makes no representation as to whether all or any portion of your donations, including Services Fees and Payment Processor Fees, as applicable, are tax deductible or eligible for tax credits. True Given will have no liability for any claim by any federal, state, provincial, territorial, local or any other tax authority with respect to the characterization on any applicable tax return of any donation by you. You should consult your tax advisor as to the amount of your donation that is tax deductible or eligible for tax recognition, having regard to (among other things) the tax status of the recipient of any donation in any relevant jurisdiction, and particularly if you are awarded a gift or prize in connection with your donation.
All donations are subject to a fee for use of the Services (a “Services Fee”) and an industry-standard payment processor fee (a “Payment Processor Fee”). Donors have the option to cover all Services Fees and Payment Processor Fees at checkout. As an Organization, receipt of donations, minus any applicable Services Fees or Payment Processor Fees, is based upon and subject to the applicable payment processor’s procedures and terms and credit card processor’s terms. True Given is not a payment processor and does not hold funds.
In order to contribute to an Organization a Donor will be required to provide True Given information regarding its credit card or other payment instrument (“Payment Instrument”) that is linked to the Donor’s account on the Services. You, as a Donor, represent and warrant to True Given that such information is true and that you are authorized to use the applicable Payment Instrument. You agree that a certain minimum donation amount may apply, and that all donations are final and will not be refunded unless True Given, in its sole discretion, agrees to issue a refund. True Given does not provide refunds on donations that we have already provided to an Organization. Donors who wish to request a refund for a donation that has already been provided to an Organization should contact such Organization directly.
True Given uses third-party payment processing partners to bill you through your Payment Instrument for any donations made, and Donors acknowledge that by contributing a donation to an Organization, the Donor agrees to the processing, use, transfer or disclosure of data by our payment processors pursuant to any and all applicable terms set forth by our payment partners.
While True Given strives to make donations available to the applicable Organizations promptly, you, as an Organization, acknowledge and agree that such donations may not be available to you for use immediately, and True Given does not guarantee that such donations will be available to you within any specific time frame, and True Given expressly disclaims any and all responsibility for any delay or inability to access and use such donations at any specified time, and any consequences arising from such delay or inability. You, as an Organization, are responsible for ensuring that the information you provide to True Given in order to process a donation withdrawal, including your bank account information, is accurate and up to date. True Given may, at any time, for any reason, without notice, and in its sole discretion, offer or issue a refund of donation(s) with or without consulting with you, which may comprise the entire amount donated to you. True Given is not liable to you or to any third party for any claims, damages, costs, losses, or other consequences caused by True Given issuing refunds, including, but not limited to transaction or overdraft fees.
Harassment by Other Users or Organizations
If you believe that any User or Organization is harassing you or is otherwise using personal or any other information about you for unlawful purposes, we encourage you to first inform local law enforcement authorities and then to contact us.
True Given grants you a nonexclusive, nontransferable, revocable license to access and use our Website and Services strictly in accordance with these Terms and Conditions.
You agree to comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of our Content, Services, and any software provided therein.
You acknowledge and agree that the True Given Content may be protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by True Given, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Services or the Content in whole or in part, except that the foregoing does not apply to your own User Content or Organizational Content, as applicable, that you legally upload to the Services. In connection with your use of the Services you will not engage in or use any data mining, spiders, robots, scraping or similar data gathering or extraction methods. If you are blocked by True Given from accessing the Services (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Services or the True Given Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Services or distributed in connection therewith are the property of True Given, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by True Given.
The True Given name and logos are trademarks and service marks of True Given (collectively the “True Given Trademarks”). Other company, product, and service names and logos used and displayed via the Services may be trademarks or service marks of their respective owners, who may or may not endorse or be affiliated with or connected to True Given. Nothing in these Terms and Conditions or the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of True Given Trademarks displayed on the Services, without our prior written permission in each instance. All goodwill generated from the use of True Given Trademarks will inure to our exclusive benefit.
Under no circumstances will True Given be liable in any way for any content or materials of any third parties (including Users and Organizations) or any User Content or Organizational Content (including, but not limited to, for any errors or omissions in any User Content or Organizational Content), or for any loss or damage of any kind incurred as a result of the use of any such User Content or Organizational Content. You acknowledge that True Given does not pre-screen User Content or Organizational Content, but that True Given and its designees will have the right (but not the obligation) in their sole discretion to refuse, remove, or allow any User Content or Organizational Content that is available via the Services at any time and for any reason, with or without notice, and without any liability to you or to any third party for any claims, damages, costs or losses resulting therefrom.
With respect to the User Content or Organizational Content, as applicable, you represent and warrant that you own all right, title and interest in and to, or otherwise have all necessary rights and consents to (and to allow others to) fully exploit, such User Content or Organizational Content, including, without limitation, as it concerns all copyrights, trademark rights and rights of publicity or privacy related thereto. By uploading, sharing, providing, or otherwise making available any User Content or Organizational Content, or any portion thereof, in connection with the Services, you hereby grant and will grant True Given and its affiliated companies and users a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content or Organizational Content in connection with the operation of the Services or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed. Without limiting the foregoing, if any User Content or Organizational Content contains your name, image or likeness, you hereby release and hold harmless True Given and its contractors and employees, from (i) all claims for invasion of privacy, publicity or libel, (ii) any liability or other claims by virtue of any blurring, distortion, alteration, optical illusion, or other use or exploitation of your name, image or likeness, and (iii) any liability for claims made by you (or any successor to any claim you might bring) in connection with your User Content or Organizational Content, name, image or likeness. You waive any right to inspect or approve any intermediary version(s) or finished version(s) of the results of the use of your User Content or Organizational Content (including your name, image or likeness). Further, if any person (other than you) appears in your User Content or Organizational Content, you represent and warrant that you have secured all necessary licenses, waivers and releases from such person(s) for the benefit of True Given in a manner fully consistent with the licenses, waivers and releases set forth above. You further acknowledge that your participation in the Services and submission of User Content or Organizational Content is voluntary and that you will not receive financial compensation of any type associated with the licenses, waivers, and releases set forth herein (or True Given’s exploitation thereof), and that the sole consideration for subject matter of this agreement is the opportunity to use the Services.
We do not guarantee that any True Given Content will be made available through the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content, in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content, or if we are concerned that you may have violated these Terms and Conditions), or for no reason at all and (ii) to remove or block any Content from the Services.
Digital Millennium Copyright Act (DMCA) Notice
Our Website follows the provisions of 17 U.S.C. § 512, otherwise known as the Digital Millennium Copyright Act (the “DMCA”). As such, we will respond to written notification of copyright infringements in accordance with the DMCA. If you believe your copyrighted material is being infringed on our Website, please contact us immediately.
In order for us to respond, you must provide us notice in a form that substantively complies with the provisions of the DMCA. Your notice of claimed infringement must be written and include ALL of the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works, a representative list of such works.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
- Information reasonably sufficient to permit us to contact you such as an address, telephone number, and if available, an electronic mail address at which you may be contacted.
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized.
- A statement under penalty of perjury that the information in the notification is accurate, and that you are the copyright owner or are authorized to act on behalf of the copyright owner.
If you do not provide a written notice that meets these elements, we will not honor your request and are not required by law to do so.
These Terms and Conditions are protected under the United States and foreign copyrights. The copying, redistribution, use or publication by you of these Terms and Conditions is strictly prohibited.
Merchant and Advertisement Disclaimer
We may allow access to or advertise certain third-party products or service providers (“Merchants”) from which you may purchase certain goods or services. You understand that we do not operate or control the products or services offered by Merchants. Merchants are responsible for all aspects of order processing, fulfillment, billing, and customer service. We are not a party to any transactions entered into between you and a Merchant.
You agree that use of or purchase from such Merchants is AT YOUR SOLE RISK AND WITHOUT WARRANTIES OF ANY KIND BY US, EXPRESSED, IMPLIED, OR OTHERWISE INCLUDING WARRANTIES OF TITLE, FITNESS FOR PURPOSE, MERCHANTABILITY, OR NON INFRINGEMENT. WE ARE NOT LIABLE UNDER ANY CIRCUMSTANCES FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND MERCHANTS OR FOR ANY INFORMATION APPEARING ON MERCHANT WEBSITE OR ANY OTHER WEBSITE LINKED TO OUR WEBSITE.
All rules, legal documents (including privacy policies), and operating procedures of a Merchant will apply to you while on such Merchant’s website. We are not responsible for the information provided by you to Merchants. Our relationship to Merchants is solely as independent contractors and neither party has the authority to make any representations or commitments on behalf of the other.
Causes Supported by Organizations
YOU UNDERSTAND THAT TRUE GIVEN HAS NO OBLIGATION TO PERFORM BACKGROUND CHECKS OR ANY SCREENING PROCEDURES ON ANY OF OUR ORGANIZATIONS OR THE CAUSES LISTED ON OUR WEBSITE. WE DO NOT ENDORSE ANY SPECIFIC CHARITIES OR CAUSES. WE ARE NOT RESPONSIBLE IN ANY WAY FOR HOW THE ORGANIZATIONS USE FUNDS AND OTHER RESOURCES THAT ARE ALLOCATED TO THEM.
True Given is not responsible or liable in any manner for any content posted on our Website or in connection with our Services. Although we provide rules for conduct and postings, we do not control and are not responsible for what Users or Organizations post, transmit, or share on our Website, and are not responsible for any offensive, inappropriate, obscene, unlawful, or otherwise objectionable content you may encounter using our Services. True Given is not responsible for the online or offline conduct of any User of our Services.
Our Services may be temporarily unavailable from time to time for maintenance or other reasons. True Given assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of User or Organization communications.
True Given is not responsible for any technical malfunction or other problems of any telephone network or service, bot attacks, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email on account of technical problems or traffic congestion on the Internet, or any combination thereof, including injury or damage to any person or entity’s computer, mobile phone, or other hardware or software related to or resulting from using or downloading materials in connection with our Services, including without limitation any Software.
Under no circumstances will True Given be responsible for any loss or damage, including any loss or damage or personal injury or death resulting from anyone’s use of our Services, or any interactions between Users or Organizations, whether online or offline.
THE TRUE GIVEN CONTENT IS PROVIDED ‘AS-IS’, ‘AS AVAILABLE’, WITH ‘ALL FAULTS’, AND ALL EXPRESS OR IMPLIED WARRANTIES ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). OUR SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS, OR OTHER LIMITATIONS.
TRUE GIVEN AND OUR AFFILIATES HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF OUR SERVICES. TRUE GIVEN CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM THE USE OF OUR SERVICES, INCLUDING, BUT NOT LIMITED TO, THE SOFTWARE. TRUE GIVEN DOES NOT REPRESENT OR WARRANT THAT THE TRUE GIVEN CONTENT, SERVICES, OR ANY SOFTWARE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING ANY SUCH CONTENT OR SOFTWARE AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND REMOVE VIRUSES. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES ATTRIBUTED TO OUR WEBSITE, SERVICES, AND RELATED SOFTWARE IS DISCLAIMED.
WITHOUT LIMITING THE FOREGOING YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT AND SOFTWARE FROM OR THROUGH OUR SERVICES AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM OF ANY KIND THAT MAY RESULT.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH OUR SERVICES WILL CREATE ANY WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.
Limitation of Liability
True Given and our affiliates, will not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from our Services, (b) any product liability issues to the extent that we are not involved with the manufacturer of the product(s) giving rise to liability, (c) the unavailability or interruption of our Services, (d) your use of our Website or True Given Content, (e) the Content contained on our Website, or (f) any delay or failure in performance of our Services beyond our control.
IN NO EVENT WILL TRUE GIVEN OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF OUR WEBSITE, CONTENT, SERVICES, OR ANY RELATED SOFTWARE, EVEN IF TRUE GIVEN IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TRUE GIVEN’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES (INCLUDING CONTRACT, NEGLIGENCE, STATUTORY LIABILITY OR OTHERWISE) OR CAUSES OF ACTION EXCEED THE AMOUNT PAID, IF ANY, BY YOU TO TRUE GIVEN FOR OUR SERVICES DURING THE PREVIOUS MONTH PRIOR TO THE EVENT GIVING RISE TO LIABILITY.
You understand that by using our Services you may be exposed to content that is offensive, indecent, or objectionable. We have no control over User Content or Organizational Content and do not in any way guarantee its quality, accuracy, or integrity. True Given is not responsible for the monitoring or filtering of any User Content or Organizational Content. Should any User Content or Organizational Content be found to be illegal, True Given will submit all necessary information to relevant authorities. If any Content posted by a User or Organization is reported to True Given as being offensive or inappropriate, we may ask such User or Organization to retract or otherwise modify the questionable content within 24 hours of being notified by True Given. If the User or Organization fails to meet such request, True Given has full authority to restrict such User’s or Organization’s ability to post Content or, if the poster is a Member, immediately terminate such Member’s membership without further notice to such Member.
Without limiting the foregoing we have sole discretion to remove any Content that violates these Terms and Conditions or is otherwise objectionable in our sole discretion. You are responsible for complying with and will respect all applicable federal and state laws for your content, including copyright and trademark laws.
You warrant that you will not use our Services to infringe the intellectual property rights of others in any way. In accordance with the DMCA and other applicable law, we have adopted a policy of terminating Members who we deem, in our sole discretion, to be infringers of others’ intellectual property rights.
You agree not to use our Services to do any of the following:
- Upload, post, or otherwise transmit any Content that:
- Violates any local, state, federal, or international laws
- Infringes on any patent, trademark, trade secret, copyright, or other proprietary rights of any party
- Harms, threatens, defames, promotes violence or illegal activities, or is otherwise vulgar, obscene, abusive, harassing, tortuous, libelous, invasive of another’s privacy, hateful, or racially, ethically, or otherwise objectionable
- Links directly or indirectly to any materials to which you do not have a right to link
- Contains any private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers, and credit card numbers
- Contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or extract information from our Website or Services
- Contains any unsolicited or unauthorized advertising, solicitations, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation
- In the sole judgment of True Given is objectionable or restricts or inhibits any other person from using or enjoying our Services, or which may expose True Given, our affiliates, or our Users to any harm or liability of any type
- Use our Content to:
- Develop a competing website
- Create compilations or derivative works as defined under United States copyright laws
- Redistribute it in any manner, including, but not limited to, sale, license, lease, rental, subscription, or any other distribution mechanism
- Decompile, disassemble, or reverse engineer our Website, Services or Software.
- Use our Services in any manner that violates these Terms and Conditions or any local, state, federal, or international laws.
Ownership, Copyrights and Licenses
You will retain the copyrights to content you post or upload to our Website. However, you agree to and hereby grant True Given a nonexclusive, irrevocable, royalty-free, worldwide license to use, edit, publicly display, advertise, reproduce and distribute such content for any purpose, including producing derivative works, or incorporating into other works. You also agree that you do not have any claim to any intellectual property or derivative work based on your content produced by True Given.
We reserve the right to investigate complaints or reported violations of these Terms and Conditions and take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, posted materials, IP addresses, and traffic information.
Links to Other Websites
Our Website may from time to time contain links to third-party websites. The inclusion of links to any website on our Website does not mean that we endorse, guarantee, warrant, or recommend the services, information, content, and/or data of such third-party websites.
Termination of Membership
Your membership with us is effective until terminated by you or us. Your rights under these Terms and Conditions will terminate without our notice if you fail to comply with any term of these Terms and Conditions. On termination, you will stop representing yourself as a registered Member. Certain provisions of these Terms and Conditions, including but not limited to copyrights, indemnity, trademarks, limitation of liability, warranty and jurisdictional issues will survive the termination of these Terms and Conditions.
You agree to indemnify, defend, and hold us and our partners, agents, officers, directors, employees, subcontractors, successors, affiliates, assigns, third party suppliers of information, software, services, and documents, free from any liability, loss, claim, and expense, including reasonable attorney’s fees, related to your violation of these Terms and Conditions or use of our Services.
Severability and Survival
Should any part of these Terms and Conditions be held invalid or unenforceable, that portion will be construed consistent with applicable law and the remaining portions will remain in full force and effect. To the extent that any Content is in conflict or inconsistent with these Terms and Conditions, these Terms and Conditions will take precedence. Our failure to enforce any provision of these Terms and Conditions will not be deemed a waiver of such provision, nor of the right to enforce such provision. Our rights under these Terms and Conditions will survive any termination of these Terms and Conditions.
Changes to Our Terms and Conditions
We reserve the right to change these Terms and Conditions at any time by giving you advanced notice of the changes by email or in writing. We will also post these changes on our Website. These changes will become effective 30 days after receiving the notice. To avoid doubt, no unilateral amendment will retroactively change agreed dispute-resolution provisions of these Terms and Conditions, if any, including arbitration provisions for then-pending disputes, unless the parties expressly agree otherwise. Your continued use of our Services after receipt of notice of any change to these Terms and Conditions will constitute your acceptance of such change. If you do not agree with the changes to these Terms and Conditions, you can choose to discontinue the use of our Services.