RALLYUP TERMS OF SERVICE
1. ACCEPTANCE OF TERMS
Welcome to the RallyUp.com website, an online platform for fundraising campaigns. The following Terms of Service (“Terms”) are a legal agreement between RallyUp.com, Inc., a Delaware corporation (also referred to as “We” or “Us”) and you, the user (“You”) related to our website. By clicking on the “I ACCEPT” button below and/or by your accessing or using our website (e.g., at www.rallyup.com) or the mobile version thereof (together the “Site”), or by accessing or using a service provided by the Site (the “Service”), you signify that you have read, understand and agree to be bound by these Terms, whether or not you have registered an account on our website. Please read the Terms carefully prior to using or obtaining any information, materials or services from this web site.
We reserve the right to update and change the Terms from time to time. We may not explicitly notify You of changes and as such, We encourage You to review the Terms from time to time as it is your responsibility to regularly check this page to determine if there have been changes to the Terms and to review such changes. Your continued use of the Service or the Site after any such change constitutes your acceptance of the new Terms.
2. DESCRIPTION OF SERVICE
The Service is web-based and allows You to register an account (“Registration”). After your Registration, You can create one or more fundraising pages on the Site’s setup page (“Setup Page”) for Your benefit (each a “Campaign”) which enables any person or entity to seek contributions to your Campaign (“Contributions”) from third parties (“Supporters”) according to the specifications listed by You on the Setup Page, as may be amended by You from time to time. We will collect the Contributions and remit the Contributions to You, net of any fees discussed below.
When a Supporter makes a Contribution to Your Campaign, we will retain the Contribution. Subject to Section 7 relating to fees and costs, at all times that we hold a Contribution, the Contribution shall be your property. At any time that we hold a Contribution, You may direct us to remit the Contribution to You. Each remittance of a Contribution shall be subject to the provisions of Section 7 relating to fees and costs and shall be made to you without interest accruing on the Contribution.
You may direct us to refuse to accept any Contribution, in which case We will not collect a Contribution We have not yet received or We will return a Contribution We have already received but not yet remitted to You to the Supporter in full, as the case may be. Notwithstanding our return of the Contribution, any Contribution We are directed to return after our actual receipt of the Contribution shall be subject to Section 7 relating to fees and costs, and those fees and costs will be applied against any other Contributions we hold or will be invoiced to you as provided in Section 7.
Unless explicitly stated otherwise, any new feature that augments or enhances the current Service, including the release of new tools and resources, shall be subject to the Terms.
You must provide us with a valid name for You, your address, telephone number, and any e-mail address. You will choose a password and username for your Registration. You are responsible for maintaining the confidentiality of the password and username, and are fully responsible for all activities that occur under your password, username, and Registration. You agree to (a) ensure that You exit from your fundraising page at the end of each session, and (b) immediately notify us in writing of any unauthorized use of your password, username, or Registration or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 3.
In consideration of use of the Service, You agree to: (a) provide true, accurate, current and complete information about yourself as prompted during Registration, and (b) maintain and promptly update the Registration data to keep it true, accurate, current and complete. If You provide any information that is untrue, inaccurate, not current or incomplete, or We have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, We have the right to suspend or terminate your Registration and refuse any and all current or future use of the Service (or any portion thereof).
4. RIGHT OF REFUSAL
You agree that We may for any reason, in our sole discretion and without liability to You, refuse to accept a Registration or a Campaign and also may delete a Registration, terminate a Campaign and/or cancel the Service at any time without refund for any Service previously rendered and paid for. We also may cancel your Registration and/or Campaign if it is being used, as determined by Us in our sole discretion, in association with violations of the Terms, in any illegal, inappropriate or objectionable activities, including, but not be limited to: infringement of an intellectual property right of another; attempting to reverse engineer our Software; violation of, or activities designed to violate, another’s privacy or right or publicity; activities designed to defame, embarrass, harm, abuse, threaten, slander or harass other users and/or third parties; activities prohibited by the laws of the United States, any State, and/or foreign territories in which You or We conduct business; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography; activities that are tortious, vulgar, obscene, inappropriate, racial, or otherwise objectionable; and activities designed to harm or use unethically minors in any way.
5. CANCELLATION AND TERMINATION
If you cancel a Campaign, the cancelled Campaign will terminate immediately upon your cancellation. After termination, the Services will cease as to the terminated Campaign in all respects, You will no longer have access to the terminated Campaign or any data associated with the terminated Campaign and all information contained therein may be deleted by Us. We accept no liability for such deleted information or content.
You agree that We may, in our sole discretion and without liability to You, terminate your Registration and/or any of your Campaigns, and remove and discard any content within the Service, including, but not limited to your messages, your configuration data, files, pictures, videos, etc. If for any reason, including and without limitation, the lack of use, or our unilateral determination that You violated or acted inconsistently with the letter or spirit of the Terms, we may terminate your Registration, any of your Campaigns, and/or your access to the Site. You agree that any termination of your access to your Registration and/or any of your Campaigns under any provision of the Terms may be effected without prior notice, and You acknowledge and agree that We may immediately deactivate or delete your Registration and/or any of your Campaigns, as applicable, and all related information and files. We reserve the right to bar any further access to such files, your Registration, and/or any of your Campaigns. You agree that We shall not be liable to You or any third-party for any termination of your access to your Registration and/or any of your Campaigns.
Notwithstanding the foregoing, upon termination of your Registration and/or any of your Campaigns by either You or Us, subject to Section 7, We will remit all Contributions then held by Us to You.
7. FEES AND COSTS
The Service is available to you for a fee based on our schedule of fees listed on our Pricing Page (click here), the terms of which are incorporated into the Terms by reference (“Fee”). The Fee will apply to all Contributions, even if any Contribution is later invalid for any reason, including, but not limited to, a bad check, invalid credit card number, expired credit card information, or a credit card that will not accept payment (“Invalid Contribution”).
The Fee is exclusive of all taxes, levies, or duties imposed by taxing authorities, and You shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes. You agree to pay for any such taxes that might be applicable to your use of the Service and payments made by You herein.
In addition to the Fee, We will charge you for operating expenses associated with Contributions, including, but not limited to, credit card transaction fees, credit card chargeback fees, any wire transfer fees, and other processing costs, as listed on our Pricing Page (click here), the terms of which are incorporated into the Terms by reference (“Costs”).
We will subtract the Fee and/or Costs from the Contributions We hold from time to time at such times as We deem reasonable in Our sole discretion, but at least as frequently as We remit Contributions to You. When we subtract the Fee and/or Cost, unpaid and past due invoices (as discussed hereafter) will be subtracted first, followed by other Fees and/or Costs. If for any reason the Contributions held by Us are insufficient to pay the Fee and/or Costs, We will invoice You for the unpaid balance of the Fee and/or Costs. You agree to pay the invoiced amount within thirty (30) business days of our sending the invoice to You. Failure to timely pay the invoiced amount for any reason is a violation of the Terms. The phrase “business days” shall mean all calendar days other than legal holidays of the State of Arizona, Saturdays, and Sundays. If the due date of payment of an invoice falls on a legal holiday of the State of Arizona, a Saturday, or a Sunday, then payment shall be due on the next calendar day that is not a legal holiday of the State of Arizona, a Saturday, or a Sunday.
We reserve the right to update and change our Pricing Page from time to time. We may not explicitly notify You of changes and as such, We encourage You to review the Pricing Page from time to time as it is your responsibility to regularly check that page to determine if there have been changes to the Pricing Page and to review such changes. Your continued use of the Service or the Site after any such change constitutes your acceptance of the new Pricing Page.
8. INTERNATIONAL USE
Recognizing the global nature of the Internet, You agree to comply with all local rules regarding online conduct and acceptable content. Specifically, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside.
The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. We have no control over and do not monitor such sites and resources. You acknowledge and agree that We are not responsible for the availability of such external sites or resources, and do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that We shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such site or resource.
You agree to indemnify and hold Us and our subsidiaries, affiliates, officers, directors, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials (“Content”) that You upload, post, transmit or otherwise make available via the Service, or that We upload, post, transmit or otherwise make available via the Service at your direction and on your behalf (“User Content”), your use of the Service, your connection to the Service, your violation of the Terms, or your violation of any rights of another, whether You have a Registration or not. You are responsible for your actions when using the Service, including, but not limited to, costs incurred for Internet access.
11. RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell, outsource, reverse engineer or exploit any portion of the Service, use of the Service, or access to the Service, without the express written permission by Us.
12. MODIFICATIONS TO SERVICE
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. If We modify the Service offered to the extent that it is no longer consistent with the specifications listed by you on the Setup Page, as amended from time to time, You reserve the right to amend your Setup Page with specifications consistent with the modified Service offered or to terminate your Registration and/or any of your Campaigns. You agree that We shall not be liable to You or to any third party for any modification, suspension or discontinuance of the Service. Moreover, we may update the software from time to time with new versions, bug fixes, etc. and You agree that in order to continue to use the Service, your computer equipment must be able to properly operate the software with any updates and You agree to use the updated software.
13. SAFE COMMUNICATION’S PROPRIETARY RIGHTS, LIMITED LICENSE
You acknowledge and agree that the Service and software, including all files and images, contained in or generated by the software, and accompanying data (together referred to as “Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You agree that We or our licensor holds all rights, title and interest in all Software and all intellectual property, including other rights related to intangible property, unless otherwise indicated. You acknowledge that no title or interest in such intellectual property rights is being transferred to You and You agree to make no claim of interest in any such Software. You agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.
All Content on the Site and available through the Service, (the “Site Content”), are the proprietary property of Us, our users or our licensors with all rights reserved. No Site Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without our prior written permission. Provided that You are eligible for use of the Site, You are granted a limited license to access and use the Site and the Site Content and to download or print a copy of any portion of the Site Content to which You have properly gained access solely for your personal, non-commercial use, provided that You keep all copyright or other proprietary notices intact. Except for User Content, You may not upload or republish Site Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of the Site Content is strictly prohibited. Such license is subject to the Terms and does not permit use of any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the Site or the Site Content other than as specifically authorized herein, without the prior written permission of us, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in the Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time without notice and with or without cause.
14. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
(a) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE, INCLUDING THE SITE AND/OR ANY CONTENT, DATA, INFORMATION, LINKS, SERVICES, FUNCTIONALITY OR ACCESSIBILITY, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE 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.
(b) WE WILL MAKE REASONABLE EFFORTS TO MAINTAIN THE SERVICE, HOWEVER, WE ARE NOT RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, CUSTOMER INFORMATION OR VENDOR DATA, REVENUE, OR OTHER HARM TO BUSINESS ARISING OUT OF DELAYS, MISDELIVERY OR NONDELIVERY OF INFORMATION, RESTRICTION OR LOSS OF ACCESS, BUGS OR OTHER ERRORS, UNAUTHORIZED USE DUE TO YOUR SHARING OF ACCESS TO THE SERVICE, OR OTHER INTERACTION WITH THE SERVICE. YOU ARE RESPONSIBLE FOR MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION THAT MAY RESIDE ON THE SERVICE. WE DO NOT WARRANT THAT (i) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
15. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE SHALL NOT BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, DAMAGES TO OR VIRUSES THAT MAY INFECT YOUR COMPUTER SOFTWARE, EQUIPMENT OR OTHER PROPERTY, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), THAT ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE. FURTHER, THE MAXIMUM AMOUNT OF DAMAGES THAT WE SHALL BE LIABLE FOR SHALL NOT EXCEED THE AMOUNT OF FEES YOU HAVE PAID TO US.
16. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 14 AND 15 MAY NOT APPLY TO YOU.
17. GOVERNING LAW; VENUE AND JURISDICTION
By visiting or using the Site and/or the Service, You agree that the laws of the State of Arizona, without regard to principles of conflict of laws, will govern the Terms and any dispute of any sort that might arise between You and Us or any of our affiliates. With respect to any disputes or claims not subject to arbitration (as set forth below), You agree not to commence or prosecute any action in connection therewith other than in the state and federal courts in Pima County, Arizona, and You hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts in Pima County, Arizona.
Arbitration under this Agreement shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes. The location of the arbitration shall be in Tucson, Arizona. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THE TERMS SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by You related in any way to the Site and/or the Service (including your visit to or use of the Site and/or the Service) be instituted more than one (1) year after the cause of action arose. FURTHER, THE MAXIMUM AMOUNT OF DAMAGES THAT WE SHALL BE LIABLE FOR SHALL NOT EXCEED THE AMOUNT OF FEES YOU HAVE PAID TO US. In addition to awarded damages, the wholly prevailing party, as determined by the arbitrators, shall be entitled to, and shall be awarded, proceeding expenses, costs of investigation and other reasonable expenses, including attorney’s fees. If neither party wholly prevails, the party that substantially prevails, as determined by the arbitrators, shall be awarded proceeding costs, costs of investigation and other reasonable expenses, including attorney’s fees.
Notices to You may be made via email, regular mail or our internal notification mechanism. The Service may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to You generally on the Service. The failure of Us to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. The Terms constitute the entire agreement between You and Us and govern your use of the Service, superseding any prior agreements between You and Us (including, but not limited to, any prior versions of the Terms). You also may be subject to additional Terms and conditions that may apply when You use affiliate or other services provided by Us, third-party content or third-party software. If any provision of the Terms or incorporated document is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Terms must be filed, subject to Section 18, within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.
Please contact Us at the address below to report any violations of the Terms.
7660 E. Broadway Blvd
Tucson, AZ 85710
Posted May 30th, 2013