- Additional Policies
- 1. Definitions
- 2. What is RallyUp?
- 3. Your Account and Obligations
- 4. Creating and Running a Campaign
- 5. Legal obligations of Administrators
- 6. Contributing to a Campaign
- 7. RallyUp’s Role
- 8. Fees and Taxes
- 9. Our Intellectual Property
- 10. Your Intellectual Property
- 11. How to report Copyright and other Intellectual Property issues
- 12. RallyUp’s Rights Concerning User Accounts; Termination
- 13. Payment Services
- 14. System Outages and Maintenance
- 15. Unsolicited Idea Submissions
- 16. Indemnity
- 17. No Warranty
- 18. Disclaimer of Liability
- 19. Raffle and Sweepstakes Campaign Indemnity and Waiver of Claims
- 20. Waiver and Release (for CA Residents)
- 21. Legal Disputes Not Subject to Arbitration Will Be Handled in Tucson, AZ and Subject to Arizona Law.
- 22. Dispute Resolution, Arbitration and Class Action Waiver
- 23. Full Agreement Between You and Us
- 24. Miscellaneous
Effective July 1, 2019
Welcome to RallyUp! By using this Site and the Services, in addition to any Additional Policies applicable to specific features, content and functionality of the Services (incorporated into the Terms by reference) offered by RallyUp.com, Inc., Users agree to be bound by these Terms.
AGREEMENT TO ARBITRATION. BY AGREEING TO THESE TERMS, USERS AGREE TO RESOLVE DISPUTES WITH RALLYUP THROUGH BINDING ARBITRATION (AND WITH VERY FEW LIMITED EXCEPTIONS, NOT IN COURT), AND USERS WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS (AS DETAILED IN THE DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER IN SECTION 20 BELOW).
RallyUp may amend the Terms at any time in our sole discretion by posting a revised version of the Terms. Unless we make clear otherwise, access to or continued use of the Services after the effective date of the revised Terms constitutes your acceptance of the revised Terms. If we make any material change to these Terms, we will notify Users by sending an email, posting a notice through the Services, or any other place(s) appropriate.
The following policies and guidelines are incorporated into the Terms by reference.
Capitalized terms used in the Terms are defined in this Section 1 or in the Section where they are first used.
a. “Administrators” refers to individuals who have administrative access to a Campaign(s), to those who have administrative access to an organization account on RallyUp, and, by reference, to the Organization(s) that those individuals may represent;
b. “Campaigns” are any fundraiser on RallyUp which enables Administrators to accept Contributions from other Users.;
c. “Content” refers to all software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or content, including the selection and arrangements thereof offered through the Services;
d. “Contributions” refers to any monetary or non-monetary transactions made to a Campaign on RallyUp;
e. “Contributors” refers to any User that makes a Contribution to a Campaign on RallyUp;
f. “DMCA” refers to the Digital Millennium Copyright Act of 1998, including any amendments;
g. “Infringement” refers to the unauthorized or not permitted use of copyrighted material or other intellectual property rights;
h. “Marks” refers to the trademarks, service marks, and logos used and displayed throughout the Services or in any or in any RallyUp Content;
i. “Items” refers to what a Contributor may receive in exchange for making a Contribution to a Campaign. This can include, but is not limited to, entries into a drawing or contest, prizes that a Contributor may receive from winning a drawing or contest, and any other tangible or intangible goods that are provided to a Contributor;
j. “PII” refers to personally identifiable information, as that term is defined under all applicable law;
l. “RallyUp”, “we”, “our” or “us” refers to RallyUp.com, Inc., a Delaware ‘C’ corporation, together with its parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers, and directors;
m. “RallyUp Content” refers to Content provided by RallyUp to Users in connection with the Services, including, without limitation, the software, the products and the site;
n. “Services” refers to the Site, mobile applications or connected applications, other offerings and services provided on the Site;
o. “Site” refers to the RallyUp website(s);
q. “User”, “you” or “your” refers to Administrators, Contributors or any other visitor to the Site or users of the Services, either individually or collectively;
r. “User Content” refers to Content uploaded, transmitted or posted to the Services by a User, including User Content in a Campaign.
2. What is RallyUp?
RallyUp is an online fundraising platform for Users to seek to raise funds for their own Campaigns and to contribute to the Campaigns of others. Administrators may offer Items to Contributors in exchange for a Contribution. The Services do not include the offer or sale of securities (as the term is defined in the Securities Act of 1933), and RallyUp.com, Inc. is not a broker-dealer or a member of the Financial Industry Regulatory Authority.
3. Your Account and Obligations
We grant you a limited, non-exclusive, non-transferable, and revocable license to use our Services—subject to the Terms and the following restrictions in particular:
a. You are responsible for your account. To use many of the Services, you will need to register and create an account with an email address and password. You must provide us accurate and complete information, and you must update your account information as needed to keep the information accurate and complete. You may not impersonate anyone else or violate any individual’s rights. If you do so, we may cancel your account. You are solely responsible for maintaining the confidentiality of your account and for all activities associated with or occurring under your account. If you suspect or discover any unauthorized use of your account, you should notify RallyUp immediately by contacting us here. To the extent permissible under applicable law, we are not responsible for any loss or damage arising from your failure to comply with the foregoing requirements or as a result of use of your account with or without your knowledge.
b. Deleting your account. You may submit a request to delete your account by contacting us here, but this will not automatically delete User Content. We may need to retain certain information as required by law or as necessary for our legitimate business purposes. All provisions of these Terms survive termination of an account, including our rights to User Content.
c. You must be 18 years old. You must be 18 years or older to sign up for an account and use our Services. Outside of the European Economic Area (“EEA”), minors between the age of 13 and 18 years are only permitted to use our Services through an account owned by a parent or legal guardian where the parent has provided affirmative consent and under their direct supervision. Children under 16 residing in the EEA are not permitted to access the Site or use the Services. You are responsible for any and all account activity conducted by a minor on your account.
d. Follow the law and our policies. You may not take any action that violates the law, infringes or violates anyone else’s rights, or breaches any agreements or legal obligations that you have toward anyone. You may not offer any Items that are illegal, violate any of RallyUp’s policies, rules, or guidelines, or violate any applicable law, statute, ordinance, or regulation.
e. Be truthful. Don’t post information you know is false, misleading, or inaccurate. Don’t do anything deceptive or fraudulent.
f. Respect the rights of others. You may not threaten, abuse, harass, defame, or engage in behavior that is libelous, tortious, obscene, profane, or invasive of another person’s privacy.
g. Avoid spam and unsolicited communications. You may not distribute unsolicited or unauthorized advertising or promotional material, or any junk mail, spam, or chain letters. Do not run mail lists, listservs, or any kind of autoresponder or spam on or through the Site.
h. Respect the property of others. You may not distribute software viruses, or anything else designed to interfere with (1) the proper function of any software, hardware, or equipment on the Site or (2) the use of the Site by any other User. You may not access our Site or Services if we have prohibited you from doing so.
i. Do not engage in activities that affect the functioning of the Site. You may not bypass any measures that we have put in place to secure the Services, take actions to gain unauthorized access to any system, data, passwords, or other RallyUp or User information or Services, reverse engineer or take apart any aspect of the Services to access any underlying information, or use any kind of software to “crawl” or “spider” any part of the Site.
j. Respect privacy. When you use the Services or create a Campaign, you may receive information about other Users, including personally identifiable information (“PII”) such as names, email addresses, and physical addresses. This information is provided for purely for the purpose of fulfilling the requirements of the applicable Campaign and other Services and may not be used for other purposes, including cross-promotional marketing, without separate, verifiable consent from the User. You will maintain records of all such verifiable consent.
4. Creating and Running a Campaign
When you, as an Administrator, creates a Campaign on the Site and asks for Contributions, you understand that you are entering into separate legal agreements with both RallyUp and with Contributors, and the following rules apply (in addition to the all other Terms and Additional Policies).
a. Service Fees. Administrators may be charged a Service Fee as a portion of the Contributions they receive (the “Service Fees“). The Service Fees are effective on the date that the Service Fees are posted and may be updated from time to time. Service Fees will be charged at the then-current rate based on the Pricing chosen by the Administrator for each specific Campaign.
b. Agency Relationship. In connection with receiving Contributions from Contributors, Administrators appoint RallyUp as the Administrator’s limited agent for the sole purpose of receiving, holding, and settling payments to such Administrator. As an Administrator’s agent, RallyUp’s receipt of Contributions on an Administrator’s behalf is the same as receipt of Contributions directly by an Administrator. RallyUp’s appointment with respect to a Contribution terminates with the settlement of payment to the Administrator. Until payment is settled to the Administrator, the Administrator agrees to bear the risk of loss, theft, destruction, or damage to that Contribution.
c. Right to Withhold Funds. Administrators should not assume that they will receive Contributions made to a Campaign. Disbursement of Contributions to an Administrator may be delayed, or withheld in their entirety, for a number of reasons including, but not limited to, refunds, chargeback disputes, fraud, violation of the Terms or Use or any other policy, or any other situation where RallyUp determines that Contributions should not be disbursed in its sole discretion. Contributions may also be used to reimburse RallyUp for any chargebacks and refunds incurred by RallyUp for a Campaign. RallyUp may also seek reimbursement from an Administrator by any other lawful means, including by using third-party collection services.
d. Refunds. RallyUp offers a limited refund to Contributors in accordance with our Refund Policy. Refunds outside of our Refund Policy must be handled by the Administrator, and RallyUp has no obligation to provide any refunds or become involved with any dispute between an Administrator and Contributor. RallyUp reserves the right to terminate User Accounts and remove Campaigns for any abuse of the Refund Policy.
5. Legal obligations of Administrators
As an Administrator, you are entering into a legal agreement with a Contributor when they make a Contribution to your Campaign, which includes the following obligations (in addition to the all other Terms and Additional Policies):
a. Provide any Items associated with a Campaign in the timeframe that is communicated to Contributors.
b. Immediately notify Contributors if there are obstacles or delays with the provision of Items and Prizes.
c. Respond promptly and truthfully to all questions posed to you by Contributors.
d. If you have received the Contributions from your Campaign, issue refunds to Contributors if you cannot deliver Items.
e. Comply with all applicable laws and regulations in the use of Contributions and delivery of Items and Prizes.
f. Comply with EEA Data Controller Obligations. As an Administrator, you (and RallyUp) will independently fulfill all duties required of data controllers under applicable EEA data protection law (such law shall include, but not be limited to, the EU General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”); (iii) the EU e-Privacy Directive (Directive 2002/58/EC), including subsequent variations, such as the Regulation of the European Parliament and of the Council concerning the respect for private life and the protection of personal data in electronic communications and repealing Directive 2002/58/EC (“ePrivacy Regulation”), if enacted).
Your data controller duties include:
- Determining and qualifying the necessary legal basis or bases for your collection or processing of personal information;
- Managing and reporting security incidents;
- Entering into contracts only with data processors that provide adequate protections for personal data and including appropriate contractual language;
- Maintaining records of your data processing activities;
- Conducting any required data protection impact assessments; and
- Implementing and maintaining all measures required pursuant to Article 32 of the GDPR.
g. Respond to EEA Data Subject Requests. You and RallyUp will have an independent obligation to respond to any requests received by either of us from EEA data subjects regarding personal data, including without limitation, those set forth in Chapter III of the GDPR. The party that receives the data request is responsible for responding to the request. Administrator and RallyUp shall reasonably cooperate and assist each other with these requests, to the extent that is legally permissible.
Please remember that as an Administrator, you are solely responsible for fulfilling the obligations of your Campaign and delivering Items. If you are unable to perform on this, or any of your other legal obligations, you may be subject to legal action by Contributors.
6. Contributing to a Campaign
When a Contributor makes a Contribution to a Campaign, Contributor understands that the following rules and terms apply (in addition to any other Additional Policies as mentioned in the Additional Policies section above).
a. Voluntary Contributions. All Contributions are made voluntarily and at the sole discretion and risk of the Contributor.
b. No Guarantee. RallyUp does not guarantee that Contributions will be used as promised, that Administrators will deliver Items, or that the Campaign will achieve its goals. RallyUp also does not endorse, guarantee, make representations, or provide warranties for or about the quality, safety, morality or legality of any Campaign, Item, or Contribution, or the truth or accuracy of User Content posted on the Services.
c. Limited Refund. RallyUp offers a limited refund to Contributors only where the Campaign has not ended, the Contributor has not received an Item (as confirmed by RallyUp), and the Contribution has not been sent to the Administrator (full terms of the Refund Policy apply). RallyUp does not offer refunds outside of our Refund Policy. In any situation where refunds are not available under the Refund Policy, a Contributor should contact the Administrator directly to request a refund. RallyUp may at its discretion facilitate communications between an Administrator and Contributor, but we have no obligation to do so or to become involved in any way in any dispute.
d. Credit Card Charges. When you Contribute to a Campaign, your card will be charged the amount of the Contribution after you confirm and submit your payment information.
e. Communications Between Administrators and Contributors. Once you have made a Contribution to a Campaign, the Administrators may need to contact you to obtain additional information such as shipping address, specific preferences for an Item (i.e. color or size of a t-shirt), or may ask for your feedback on the Campaign. In some instances, to receive an Item, you may need to provide the requested information within the requested time frame to receive the Item, otherwise, it will not be fulfilled. Administrators should not ask for information that is not required for their legitimate business purposes and should not request sensitive personal information such a Social Security number or credit card/banking information. Please contact us here if you receive a request for information that appears to be excessive.
f. Taxes are your responsibility. Contributors are solely responsible for determining how to treat their Contributions and receipt of any Items for tax purposes.
7. RallyUp’s Role
a. We do not endorse any User Content. While RallyUp supports the creation of Campaigns, we only provide the Site for Users to interact. We do not pre-screen any Campaigns or endorse any User Content on our site.
b. We may remove User Content in our discretion. If you see User Content that violates these Terms, then let us know and we may remove it. Removing content or terminating accounts is not an action we take lightly, and we may take a while to investigate and determine if User Content should be removed. We do not communicate our reasons for removing, or keeping, User Content on the Site.
c. We do not guarantee Items or Refunds. Administrators are solely responsible for the delivery of Items and offering refunds outside of our Refund Policy.
d. We do not provide tax or legal advice to Users. Users are solely responsible for determining how the tax laws, or any other laws, apply to running a Campaign, Contributing to a Campaign, or utilizing any of the Services.
e. We do not become involved in legal disputes between Users or third parties. Though we may facilitate discussions between Users who have disputes with each other, RallyUp takes no responsibility and does not have any liability for any disputes or violations of agreements between any Users, including between Administrators and Contributors or Administrators and any third parties.
f. You are responsible for your Campaigns, even if you engage our help.RallyUp may offer services to Users, including, without limitation, helping with drafting Campaign content, assisting with the design of Campaigns, and referring vendors and other service providers to Administrators. Such services may be subject to separate agreement between Administrators and RallyUp. Even if we help with your Campaign, Administrators remain solely responsible for the Campaign and must comply with all obligations herein as the only responsible party for the Campaign.
8. Fees and Taxes
a. Service Fees. There are no fees for creating an account on the Site. Administrators are charged a Service Fee as a portion of the Contributions they raise. The Service Fees are effective on the date that the Service Fees are posted, and will be announced on Pricing.
b. Taxes. Taxing authorities may classify Contributions as taxable income to the Administrator and any beneficiary who will receive funds directly from the applicable Campaign. RallyUp may ask for the tax identification number (TIN) of Administrators and any beneficiaries so that we may report taxable income to the relevant taxing authorities. RallyUp may provide Administrators with a tax document if required by the relevant taxing authorities. RallyUp is unable to provide any User or third party with tax advice and suggests that such Users or third parties consult with tax advisors of their choice.
9. Our Intellectual Property
a. RallyUp Intellectual Property. RallyUp’s Services, Content and Marks, are legally protected in a number of ways, including copyright, trademark, service marks, patents, trade secrets, and other U.S. and international intellectual property laws. You agree to respect all copyright and other legal notices, information, and restrictions contained in any RallyUp Content, Services, or Marks accessed through the Site or the Services. You agree not to change, translate, or otherwise create derivative works of the Services.
b. Limited User Rights; License to RallyUp Content. RallyUp grants you a limited license to access and use User Content and RallyUp Content, solely for use of the Services (the license is worldwide, non-exclusive, non-sublicensable, non-transferable license), in accordance with these Terms. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, or otherwise transfer or use any User Content or RallyUp Content unless we give you explicit permission to do so. User Content and RallyUp Content is licensed, and not sold, to you. We reserve the right to revoke this license to access and use User Content and RallyUp Content granted to you at any time.
c. RallyUp Trademark Policy. You may use the RallyUp Marks only in accordance with our Intellectual Property Policy.
10. Your Intellectual Property
Your User Content remains your property and is protected, without limitation, pursuant to U.S. and foreign copyright and other intellectual property laws. When you submit User Content to the Site or via the Services, you agree to the following terms:
a. You allow us to use User Content. You grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable, right to use, exercise, commercialize, and exploit the copyright, publicity, trademark, and database rights with respect to User Content.
b. We can make changes to or delete User Content. You grant us the right to make changes, edits, modifications, translations, formatting, or otherwise change or delete any User Content.
c. You have all legal rights to User Content. You represent and warrant that: (1) you have all licenses, rights, consents, and permissions necessary to grant the rights set forth in these Terms to RallyUp with respect to your User Content; (2) your User Content does not and will not infringe any third party’s intellectual property rights, proprietary rights, privacy rights, confidentiality, rights of publicity or otherwise violate these Terms or applicable law; and (3) we shall not need to obtain any licenses, rights, consents, or permissions from, or make any payments to, any third party for any use of your User Content or have any liability to a User or any other party as a result of any use or exploitation of your User Content.
11. How to report Copyright and other Intellectual Property issues
We take intellectual property rights very seriously. We comply with intellectual property laws and industry best practices in order to maintain the integrity our Site and Services. The Digital Millennium Copyright Act (“DMCA”) sets out the legal system to report notices of alleged copyright infringement, and RallyUp also maintains policies concerning claims of trademark and patent infringement. We will respond to notices of alleged infringement if they comply with the law and the requirements set forth in our Intellectual Property Policy. We reserve the right to delete or disable User Content alleged to be infringing, and to terminate user accounts for repeat infringers (in our sole discretion).
a. To submit a claim of copyright infringement, please visit our Intellectual Property Policy and follow the instructions. The Intellectual Property Policy also explains how Administrators can respond when their Campaigns are affected by a notice. We will only respond to claims submitted in compliance with our Intellectual Property Policy.
12. RallyUp’s Rights Concerning User Accounts; Termination
a. We have the right to monitor, terminate, suspend, or delete any User Account at any time for any reason, or no reason. It is our policy not to comment on any reasons for termination and we have no obligation to provide you with a reason for termination.
b. We will not have any liability to you or third parties for any use of the Services associated with your account or Campaign. Upon termination, you must cease all use of the Services and User Content. All representations and warranties shall survive termination.
13. Payment Services
a. Credit card payment processing services for Administrators on RallyUp are provided by Stripe, Inc. (“Stripe“) and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement“). As an Administrator, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition to RallyUp enabling credit card payment processing services through Stripe, you agree to provide RallyUp accurate and complete information about you and your business, and you authorize RallyUp to share any such information with Stripe, as well as transaction information related to your use of the payment processing services provided by Stripe. In all cases, standard credit card or other third-party processing fees apply in addition to any Service Fees. We are not responsible for the performance of any third-party credit card processing or third-party payment services.
b. Administrators may also use payment processing services from PayPal, Inc. (“PayPal“) for certain types of Campaigns on RallyUp. The use of these services is subject to the PayPal User Agreement (the “PayPal Services Agreement“). As an Administrator, you agree to be bound by the PayPal Services Agreement, as the same may be modified by PayPal from time to time. As a condition to RallyUp enabling payment processing services through PayPal, you agree to provide RallyUp accurate and complete information about you and your business, and you authorize RallyUp to share any such information with PayPal, as well as transaction information related to your use of the payment processing services provided by PayPal. In all cases, standard credit card or other third-party processing fees apply in addition to any Service Fees. We are not responsible for the performance of any third-party credit card processing or third-party payment services.
14. System Outages and Maintenance
The Services may be unavailable for scheduled maintenance and other purposes, or because of unplanned outages or other malfunctions. We are not responsible if the Services are unavailable, or if you lose any data, information, or User Content for any reason.
15. Unsolicited Idea Submissions
We are always pleased to hear from our Users and welcome their comments or suggestions. However, ideas that you submit might be similar or even identical to a submission received by us or another User. When we refer to a ‘submission’ in this paragraph, we mean: any submission, comment, or suggestion (including, but not limited to, ideas, products, or services, know-how, concepts, and suggested changes) sent to us via the Site or any other manner about an existing product or service on, or a feature of, or a proposed addition to, the RallyUp platform (“Unsolicited Idea Submission”). If you send us an Unsolicited Idea Submissions, you agree as follows:
a. All such Unsolicited Idea Submissions are non-confidential and non-proprietary and will be treated as non-confidential and non-proprietary; Users should not send confidential or proprietary Unsolicited Idea Submissions to us via the Services or through other means such as email;
b. By submitting an Unsolicited Idea Submission, you hereby grant RallyUp a perpetual, irrevocable, worldwide, non-exclusive, royalty- free, sublicensable and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of and display the Unsolicited Idea Submission in connection with the Services, and for RallyUp’s (and its successor’s) business, including without limitation, for promoting and redistributing part or all of the Unsolicited Idea Submission (and derivative works thereof) in any media formats and through any media channels whether now known or hereafter developed, without payment or accounting to the User providing the Unsolicited Idea Submission or others; and
c. While we appreciate your ideas, we are under no obligation to evaluate, review, or use any Unsolicited Idea Submission.
a. You agree to defend, indemnify and hold harmless RallyUp, its subsidiaries and affiliated companies, and their officers, directors, employees, partners, contractors, representatives, agents, and third party providers from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to, breach of these Terms (including, but not limited to, failure to fulfill a Item or refund a Contribution) or violation of any laws. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter for which you have agreed to indemnify us and you agree to assist and cooperate with us as reasonably required in the defense or settlement of any such matters.
17. No Warranty
RALLYUP HAS NO FIDUCIARY DUTY TO ANY USER. THE SERVICES, RALLYUP CONTENT, USER CONTENT, AND ANY OTHER MATERIALS MADE AVAILABLE OR THROUGH THE USE OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR COURSE OF PERFORMANCE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, RALLYUP AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. RALLYUP AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVER(S) ON WHICH THE SERVICES ARE HOSTED, OR ANY SERVICES AVAILABLE ON ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF RALLYUP OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE THROUGH THE USE OF THE SERVICES, OR ON THIRD PARTY PLATFORMS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY SERVICES PROVIDED ON ANY THIRD-PARTY PLATFORM, ARE ENTIRELY AT YOUR OWN RISK.
18. Disclaimer of Liability
a. Use the Services at your own risk. We make no representations about the quality, safety, morality or legality of any Campaign, Item or Contribution or the truth or accuracy of User Content posted on the Services. We do not guarantee the fulfillment or the performance of any Items, or that Contributions will be used as described in the Campaign. We do not control or endorse User Content posted on the Site or in any Services and, as such, do not guarantee in any manner the reliability, validity, accuracy or truthfulness of such User Content. RallyUp is not liable for any damages or losses related to your use of the Services. We do not become involved in disputes between Users, or between Users and any third party relating to the use of the Services.
b. You release us from all claims. When you use the Services, you release RallyUp from claims, damages, and demands of every kind – known or unknown, suspected or unsuspected, disclosed or undisclosed – arising out of or in any way related to such disputes and the Services. All Content that you access or use through the Services is entirely at your own risk and you are solely responsible for any resulting damage or loss to any party.
c. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND USER CONTENT, AND ANY CONTACT YOU HAVE WITH OTHER USERS OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER RALLYUP NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT RALLYUP HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE SERVICES; (F) ANY COMMUNICATIONS OR OTHER INTERACTIONS WITH OTHER USERS OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES; OR (G) YOUR CAMPAIGNS OR CONTRIBUTIONS.
IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF RALLYUP AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, SERVICES, OR USER CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO RALLYUP BY YOU HEREUNDER, OR ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE.
THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.
19. Raffle and Sweepstakes Campaign Indemnity and Waiver of Claims
ADMINISTRATORS RECEIVING CONTRIBUTIONS FROM RAFFLE AND SWEEPSTAKES CAMPAIGNS ON RALLYUP ARE SOLELY RESPONSIBLE FOR COMPLYING WITH ALL LEGAL, REGULATORY AND TAXING REQUIREMENTS THAT ARE APPLICABLE TO THEIR CAMPAIGN, ORGANIZATION AND JURISDICTION.
As an Administrator receiving Contributions from a raffle or sweepstakes Campaign(s) on RallyUp, you acknowledge and agree with the following:
a. RallyUp has not sought, will not in the future seek, and is not obligated to seek, a ruling from any regulatory authority to determine whether your raffle and/or sweepstakes Campaign(s) complies with applicable laws regulations, or taxing requirements in any jurisdiction.
c. You agree to indemnify and hold RallyUp harmless from any and all claims by any Contributor or other person OR ENTITY as a result of any Campaign being disallowed in whole or part by any regulatory authority FOR ANY REASON.
e. You are expressly responsible for separately providing the official rules for your sweepstakes Campaign, or for reviewing and accepting the provided sweepstakes details and official rules template posted to your Campaign page, prior to publishing your Campaign(s) or soliciting Contributions. You agree that your use of the provided sweepstakes details and official rules template fully and completely constitutes your acceptance and approval of these rules as your own.
f. You are expressly and solely responsible for ensuring that your raffle and/or sweepstakes Campaign(s) is approved for use in all jurisdictions where you may solicit Contributions, and you further agree to disallow or void any Contribution or entry from jurisdiction(s) not approved.
g. You acknowledge that any registrations, licenses, surety bonds, or other requirements that may apply to your Campaign(s) are your responsibility to identify and complete prior to soliciting Contributions.
h. You are expressly responsible for providing an affidavit of eligibility and liability/publicity release to the potential winner(s) of your raffle or sweepstakes Campaign(s) as required by any regulatory authority.
i. You are expressly responsible for providing any applicable taxing authority documentation to the winner(s) of your raffle or sweepstakes Campaign(s), including but not limited to, an IRS Form 1099.
20. Waiver and Release (for CA Residents)
For Users in a jurisdiction that requires a specific statement regarding waiver and release then the following applies. For example, California residents must, as a condition of this Agreement, waive the applicability of California Civil Code Section 1542 for unknown claims which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” You waive this section of the California Civil Code and any similar provision in law, regulation or code that has the same effect or intent as the foregoing release.
21. Legal Disputes Not Subject to Arbitration Will Be Handled in Tucson, AZ and Subject to Arizona Law.
RallyUp is in based in Tucson, Arizona, so for any actions not subject to arbitration, you and RallyUp agree to submit to the personal jurisdiction of a state court located in Tucson, AZ or the United States District Court for Arizona. The Terms and the relationship between you and RallyUp shall be governed in all respects by the laws of the State of Arizona, without regard to its conflict of law provisions.
22. Dispute Resolution, Arbitration and Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
We encourage you to contact us if you have an issue, as most issues can be resolved without the involvement of a court or arbitrator. If negotiations do not resolve any disputes relating to your use of RallyUp or these Terms, you and we agree to submit the dispute to arbitration. The only exceptions to arbitration are (1) for intellectual property claims alleging misuse, Infringement, or misappropriation of intellectual property; (2) for claims falling within the jurisdiction of small claims court; and (3) where you have opted out of arbitration in accordance with these Terms.
This arbitration must be administered by JAMS under the JAMS Streamlined Arbitration Rules & Procedures. Judgment on the arbitration award may be entered in any court with jurisdiction. Arbitrations may only take place on an individual basis. No class arbitrations or other grouping of parties is allowed. By agreeing to these terms, you are waiving your right to trial by jury or to participate in a class action or representative proceeding; we are also waiving these rights. If this prohibition of class arbitrations or other grouping of parties is deemed unenforceable, then this entire “Dispute Resolution, Arbitration and Class Action Waiver” shall be deemed void and severed from the Terms. We follow the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness for all arbitrations done under these terms. Among other things, this means that if you initiate an arbitration against us, you will be required to pay a $250 filing fee, and RallyUp will pay for the other fees, including arbitrator fees. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise. It also means that the arbitration will be held in the county in which you live, or any other location we agree upon. If you do not live in the United States, however, you agree to initiate arbitration in Tucson, Arizona. If any portion of these terms do not follow that standard, that portion is severed from these terms.
To file an arbitration, you must: (a) submit a Demand for Arbitration and $250 in filing fees to JAMS; and (b) send one copy of the Demand for Arbitration to RallyUp at 7650 E Broadway Blvd, Suite 203, Tucson, AZ 85710, ATTN: Legal Department.
RallyUp will provide thirty (30) days’ notice of any changes to this section by updating these Terms, sending you a message, or otherwise notifying you when you are logged into your account. Amendments will become effective thirty (30) days after they are posted the Site or sent to you. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this paragraph is not enforceable or valid, then this subsection shall be severed from the section entitled “Dispute Resolution, Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Services.
This “Dispute Resolution, Arbitration and Class Action Waiver” section shall survive any termination of your account, these Terms, or the Services.
23. Full Agreement Between You and Us
These Terms are the entire agreement between You and RallyUp with respect to the Services. They supersede all other communications and proposals (whether oral, written, or electronic) between you and RallyUp with respect to the Services and govern our relationship. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. RallyUp’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
We may modify or discontinue the Services at any time, in our sole discretion. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and RallyUp’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Services, whether brought in arbitration or before a court of law, must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.