TERMS AND CONDITIONS
Description of the Service
The Cheerity Platform provides users the opportunity to make charitable donations or take other actions in support of nonprofit organizations. The Platform provides users with functionality to share such activities with people with whom they are connected via social media, email or text in order to encourage additional donations and support, and tracks all such activities. Users can create “Cheers” which are viral messages that support or acknowledge another user’s post or efforts on behalf of a nonprofit organization. The Platform provides users a list of United States based 501(c)(3) nonprofit organizations from which to choose.
Registration & Restrictions; Eligibility
You can visit the Platform and access some of the features and functionality without having to register. However, registration is required in order to utilize a variety of the Platform’s features and functionality, such as making a donation or sharing or creating a Cheer. If you choose to register and create an account, you will be asked to provide some personally identifiable information, including your name and email address. You will also be asked to create a user name and password. The username and password that you provide are your credentials ("Credentials"), and you will use these Credentials in order for the Platform to authenticate you as a registered user of Cheerity. You may not have more than one active set of Credentials. Additionally, you are prohibited from selling, sharing or otherwise transferring your Credentials to another party. You also agree to provide true, accurate, current and complete information about yourself as prompted during the registration process. Once registered, you will also have the option of posting a photo of yourself – you hereby represent and warrant that any photo that you upload will be of yourself, and will include no other person(s). If you provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or Cheerity has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we reserve the right to suspend or terminate your account and refuse any and all current or future use of the Platform (or any portion thereof). If you use the Platform, you are responsible for maintaining the confidentiality of your Credentials and for restricting access to your device. You agree to accept responsibility for all activities that occur under your account. You agree to notify us immediately - by emailing us at firstname.lastname@example.org - of any unauthorized use of your account or any other breach of security.
You will also have the option of storing credit card information in order to easily facilitate future donations, as further described below.
The Cheerity Platform is intended solely for users who are 13 years of age or older, and any registration by, use of or access to the Platform by anyone under 13 is unauthorized. If you are 13 or older but under the age of 18, you should review these TOU with your parent or guardian to make sure that your parent or guardian understands them, agrees to be bound by them and you should only use the Platform with their permission and under their supervision. Additionally, you have to be 18 years of age or older to register with our Platform or to make a donation. If you are between 13 years to 18 years of age you must have your parent(s)’ or legal guardian(s)’ permission to register with the Platform or to make a donation(s). If you are a parent or guardian of a child who is at least 13 years of age, but under the age of 18, and you give your child permission to use the Platform, you hereby agree to the terms set forth in these Terms if Use on behalf of both yourself and your child. You further agree that you are solely responsible for any and all use of the Platform by your child regardless of whether such use was authorized by you. If you reside in a jurisdiction that would restrict the use of this Platform - or any of the functionalities or features offered via the Platform - because of age, or restricts the ability to enter into contracts such as this one due to age, you must abide by such age limits and you must not use the Platform if you are not permitted to do so by such local jurisdiction.
Intellectual property rights
Trademarks and Service Marks
Certain trademarks are the service marks and trademarks of Cheerity or one of its affiliates/partners. All page headers, custom graphics, and button icons
are service marks, trademarks, logos, and/or trade dress of Cheerity or one of its affiliates/partners. All other trademarks, service marks, trade dress,
product names, company names or logos, whether registered or not, on the Platform are the property of their respective owners. In addition to complying
with all applicable laws, you agree that you will not use any such trademarks, service marks, trade dress, or other logos from this Platform without the
prior written authorization of Cheerity or their respective owners.
Except as otherwise expressly stated, all content appearing on this Platform is the copyrighted work of either Cheerity or its third party content
suppliers or authorized users, and is protected by U.S. and international copyright laws. The compilation (meaning the collection, arrangement and
assembly) of all content is also the exclusive property of Cheerity, and is protected by U.S., and international copyright laws.
Except as otherwise expressly stated herein or as expressly permitted, you may not alter, modify, copy, distribute (for compensation or otherwise), transmit, display, perform, reproduce, reuse, post, publish, license, frame, download, store for subsequent use, create derivative works from, transfer, or sell any information or content obtained from this Platform, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of Cheerity, or any applicable third-party suppliers or authorized users. The use of content, including images, by you, or anyone else authorized by you, is prohibited unless specifically permitted by Cheerity. Any unauthorized use of text or images may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. Cheerity does not warrant nor represent that your use of any content or materials displayed on the Platform will not infringe rights of third parties.
Exception: You own any content you post on the Platform through your generation of a Cheer. In addition, by posting your content on the Platform, you grant Cheerity a non-exclusive, transferable, royalty-free, worldwide license to use that content. This License ends in the event you request your content or your account be deleted. Cheers you generate are public, meaning anyone can access that content.
Cheerity License Grant
The Cheerity Platform is provided by Cheerity, and these TOU provides to you a personal, revocable, limited, non-exclusive, royalty-free, non-transferable license to access the Platform solely for your own personal use. Your use the Platform and any services, materials or information made available through the Platform is conditioned on your continued compliance with the terms and conditions of these TOU. Accordingly, you expressly acknowledge and agree that Cheerity transfers no ownership or intellectual property interest or title in and to the Cheerity.
No Solicitation or Endorsement
The Platform provide users with the ability to choose from an aggregated list of nonprofit organizations to whom they can donate. In some cases we may highlight individual nonprofit organizations, apart from the aggrated list. Be advised that the existence of a nonprofit organization on the Platform does not constitute a solicitation of donations; Cheerity does not engage in any solicitation activities on behalf of any of the nonprofit organizations that may be listed or highlighted on the Platform.
The list of nonprofit organizations displayed on the Platform may be updated at anytime, and is provided to you as a convenience to you and is not intended to constitute advice, endorsement or recommendations of any kind. Unless otherwise specifically indicated, Cheerity has no affiliation with any of the organizations listed on the Platform. In regard to the information that may be linked with any such nonprofit organizations listed on the Platform, while we have used reasonable efforts in providing such information, we make no warranty or guarantee about the accuracy, completeness, or adequacy of the information. Cheerity has not independently verified any of the information provided by a nonprofit or any other source we may use to provide information, and the sole and complete responsibility to assess, review and verify the suitability of any nonprofit for your donation and support rests entirely with you. As a donor, it is your sole responsibility to review and research the nonprofit organizations listed on the Platform and determine which organization(s), if any, you want to donate.
Reservation of Rights
Cheerity reserves the right, in its sole discretion and at any time, to modify, interrupt, limit, suspend or discontinue, temporarily or permanently, the Platform, in whole or in part, including, but not limited to, as we deem necessary for purposes of maintenance, upgrades and the like, or to maintain the Platform or to comply with applicable law. Cheerity shall not be liable to you or to any third party for any such modifications, suspensions or discontinuances of the Platform.
Payments & Disbursements
Donations and Donations Processing; Rules for All Payments; Fees
The Cheerity Platform provides users the ability to donate to a variety of charitable organizations. We currently accept American Express, MasterCard, Discover and Visa. Cheerity has engaged the services of DonateWell, Inc., to process, collect and disburse all donations. DonateWell is a 501(c)(3) nonprofit organization that sponsors a national donor-advised fund and is registered with the IRS with EIN 46-0942102. Donations processed through our Platform are actually made to DonateWell as an advisement for making a grant to an intended 501c3 charity. Please note that because your donation is first collected and processed by DonateWell, your credit card statement will list “Cheerity" as the “merchant of record” and not the nonprofit organization that you have designated to receive your donation. In addition to these TOU, in regard to any donations made through our Platform, you hereby also agree to the terms defined in the DonateWell Guide [http://www.donatewell.org/daf-terms], which is incorporated by this reference herein. Further, you also acknowledge and agree that:
You hereby acknowldege and agree that, for all donations/payment transactions, you will only use a valid credit or debit card or other payment method, and that for all such payment methods you are the authorized account holder. Additionally, you also acknowledge and understand that like any tax-deductible charitable donation, your donation cannot be cancelled or returned once it has been processed, and therefore except in certain circumstance of fraud – as determined by Cheerity in our sole discretion - all donations/payment transactions are final and non-refundable as soon as a donation is made via the Platform. If you have any questions regarding any payment transaction, please contact us by email at email@example.com.
The entirety of your donation is a tax-deductible gift and you will be issued a receipt for that amount. DonateWell will be retaining up to 10% of your donation to cover fundraising, banking, merchant account fees – as further described below - and disbursing the remainder of your donation as further described herein.
No Guarantees as to Payments to Designated Nonprofit; Use of Funds; Disbursements
DonateWell disburses donations on at least a monthly schedule using electronic and check processing, depending on the preference of each Charity. Minimum thresholds exist for each payment type, below which funds are held until those thresholds are met. All pending disbursements are cleared at least once a year so that funds do not remain in accounts indefinitely. For more information about DonateWell’s disbursement activities, please see the Donor Agreement on the www.DonateWell.org Website.
You hereby agree to abide by all applicable local, state, national, and international laws and regulations with respect to your use of the Cheerity Platform. In addition, you also acknowledge and agree that use of the Internet and access to or transmissions or communications with the Cheerity Platform is solely at your own risk. While Cheerity has endeavored to create a secure and reliable Platform, you should understand that the confidentiality of any communication or material transmitted to/from the Cheerity Platform over the Internet or other form of global communication network cannot be guaranteed. Accordingly, Cheerity is not responsible for the security of any information transmitted to or from the Platform.
In addition to any other restrictions or conditions of use, you hereby acknowledge, and represent and warrant, that your use of the Platform – or your generation of a Cheer - will not be, or alleged to be:
In addition, you agree you will not:
Cheerity will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. You acknowledge that Cheerity has no obligation to monitor your access to or use of the Platform – including any cheer(s), but has the right to do so for the purpose of operating the Platform and providing the Services, to ensure your compliance with these TOU, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Cheerity reserves the right, at any time and without prior notice, to suspend or terminate your account, or restrict, disable or permanently bar your use and access to the Platform (or any portion thereof) if we believe, in our sole discretion, that you have engaged, or may engage, in any of the above prohibited activities.
WHILE CHEERITY ENDEAVORS TO PROVIDE A RELIABLE AND FUNCTIONAL PLATFORM, THE INFORMATION, PLATFORM AND SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS AND MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. YOU ASSUME THE SOLE RISK OF MAKING USE AND/OR RELYING ON THE PLATFORM, SERVICES, AND INFORMATION, INCLUDING ANY SERVICES PROVIDED BY DONATEWELL. CHEERITY EXPRESSLY disclaims all warranties and conditions with respect to the PLATFORM AND ALL ELEMENTS THEREOF, whether implied, express, or statutory, including the implied warranties of merchantability, fitness for a particular purpose, title, noninfringement of third-party rights, SATISFACTORY QUALITY, quiet enjoyment and accuracy, OR ANY OTHER IMPLIED WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS ENACTED BY ANY STATE. CHEERITY ALSO MAKES NO REPRESENTATION OR WARRANTY THAT THE PLATFORM WILL OPERATE ERROR FREE OR IN AN UNINTERRUPTED FASHION OR THAT ANY FILES OR INFORMATION THAT YOU DOWNLOAD FROM THE PLATFORM WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES.
Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL CHEERITY (AND ITS SUCCESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, DEVELOPERS, NETWORKS, AND DISTRIBUTORS) BE LIABLE FOR (i) ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, BUSINESS OR PROFITS THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE PLATFORM OR ANY OF THE SERVICES, OR (ii) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY CHEERITY OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY'S USE OF THE PLATFORM, OR (iii) ANY ERRORS OR OMISSIONS IN THE SERVICE'S OPERATION, OR ANY DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT LIMITATION, LOSS OF GOODWILL, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR ANY OTHER ACTION. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. BY USING THIS PLATFORM, YOU EXPRESSLY AGREE TO THE ALLOCATION OF RISK SET FORTH HEREIN; IF YOU DO NOT AGREE TO THIS ALLOCATION OF RISK, YOU MUST NOT USE THE PLATFORM.
You agree to defend, indemnify, and hold harmless Cheerity and affiliates and all of their respective employees, funders, parents, subsidiaries, joint ventures, affiliates, agents, developers, directors, officers and attorneys from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable attorneys' fees and litigation expenses) relating to or arising from i) any breach or alleged breach by you of this TOU, or ii) any act or omission related to your use of this Platform, or iii) any Cheers that you send out or respond to, or iv) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right.
This TOU has been made in and will be construed and enforced solely in accordance with the laws of the United States of America and the State of New York, U.S.A. as applied to agreements entered into and completely performed in the State of New York. You and Cheerity each agree to submit to exclusive subject matter jurisdiction, personal jurisdiction, and venue to the federal and state courts located in New York County, New York.
At Cheerity’s sole discretion, any disputes or claims under this TOU or its breach may be submitted to and resolved exclusively by arbitration conducted in accordance with American Arbitration Association rules. One arbitrator appointed under such rules shall conduct arbitration. Any such arbitration shall be in New York County, New York, and the laws of New York shall be applied. Any decision in arbitration shall be final and binding upon the parties. Judgment may be entered thereon in any court of competent jurisdiction. Notwithstanding the above, Cheerity may sue in any court for infringement of its proprietary or intellectual property rights. All claims you bring against Cheerity must be resolved in accordance with this section. All claims filed or brought contrary to this section shall be considered improperly filed. Any claim or cause of action arising out of or related to use of the Platform and/or any of the services, or the Ads, Rewards or the TOU, must be filed within one (1) year after such claim or cause of action arose regardless of any status or law to the contrary. In the event any such claim or cause of action is not filed within such one (1) year period, such claim or cause of action shall be barred. Any failure to act by Cheerity with respect to a breach by you or others does not waive Cheerity’s right to act with respect to subsequent or similar breaches.
Term and Termination.
This TOU and your right to use the Cheerity Platform will take effect at the moment you access the Cheerity Platform, and is effective, binding and enforceable for as long as use the Platform. In addition, Cheerity reserves all of its legal rights to pursue any and all legal remedies if we believe you are using the Platform for fraudulent or unlawful activity or you are taking any actions or omissions that violate any term or condition of this TOU, or in order to protect its name and goodwill, its business, and/or other users. Additionally, Cheerity reserves the right to terminate your use of the Platform at anytime, for any reason or for no reason. Termination will be effective without notice. You may also terminate this TOU at any time by ceasing to use the Platform and all of its related features and, if you have registered with the Platform, by emailing us at firstname.lastname@example.org requesting that we delete your account information; please note that all provisions of this TOU that by their nature our intended to survive termination will so survive and remain binding and effective – such provisions include, but are not limited to the miscellaneous section below, the provisions concerning Cheerity's proprietary rights, feedback, indemnity, disclaimers of warranty, limitation of liability, and governing law.
No Class Action
YOU AND CHEERITY AGREE THAT ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS, AND THAT NEITHER YOU NOR CHEERITY WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, A REPRESENTATIVE ACTION, A COLLECTIVE ACTION, A PRIVATE ATTORNEY-GENERAL ACTION, OR IN ANY PROCEEDING IN WHICH YOU OR CHEERITY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. YOU AND CHEERITY FURTHER AGREE THAT NO PROCEEDING WILL BE JOINED, CONSOLIDATED, OR COMBINED WITH ANOTHER PROCEEDING WITHOUT THE PRIOR WRITTEN CONSENT OF YOU, CHEERITY, AND ALL PARTIES TO ANY SUCH PROCEEDING.
This TOU constitutes the entire agreement between you and Cheerity and governs your use of the Platform, superseding any prior agreements between you and Cheerity. you will not assign the TOU or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of Cheerity. Any purported assignment or delegation by you without the appropriate prior written consent of Cheerity will be null and void. We may assign these TOU or any rights hereunder without your consent. Failure by Cheerity to insist on strict performance of any of the terms and conditions of this TOU will not operate as a waiver by Cheerity of that or any subsequent default or failure of performance. The Platform is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Cheerity to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the Platform or any portion of the Platform, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the service or other features that the Platform provides. If any provision (or part thereof) contained in this TOU is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction or on account of a conflict with an applicable government regulation, such determination shall not affect the remaining provisions (or parts thereof) contained herein and the illegal, invalid, or unenforceable clause shall be modified in compliance with applicable law in a manner that most closely matches the intent of the original language. No joint venture, partnership, employment, or agency relationship exists between you and Cheerity as result of this TOU or your utilization of the Cheerity Platform. Headings herein are for convenience only.