Terms of Services
These Donor Terms of Service (this “Agreement”) are by and between Harness Change, LLC (“Harness,” “we,” “us,” and “our,” as applicable) and you (“User” or “you”), for the provision of services to you by Harness. Harness provides the Services (as defined below) through a software application, the www.harnessapp.com website, any subdomains thereof, any API integrations or widgets we offer, websites we provide that are co-branded with both for-profit and not for-profit organizations, and any other website or webpages we own or operate that include a link to this statement (together collectively referred to as the “Site”) as described herein. This Agreement states the terms of service for your use of the Site and any Services provided through or in connection with the Site.
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION HEREIN.
ARBITRATION NOTICE: THIS AGREEMENT CONTAINS A MANDATORY BINDING ARBITRATION PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. YOU AGREE THAT, EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION PROVISION BELOW, ALL DISPUTES BETWEEN YOU AND HARNESS SHALL BE RESOLVED BY MANDATORY BINDING ARBITRATION AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
1. Acceptance of Agreement.
You accept and are legally bound under this Agreement by doing any of the following: (1) by clicking “I agree” or its equivalent when such terms are presented on your screen, (2) by accessing or using the Site or Services in any way, such as by viewing, downloading, or uploading any content made available via the Site or Services by us, by you, or by others, (3) submitting an online application form to us or creating an account with us, or (4) by browsing the Site or the Services. We may update or revise this Agreement from time to time. The most current version of this Agreement will be posted on the Site under the link at the bottom of the homepage, so please review this Agreement frequently. Notice of changes to this Agreement will be posted to the Site according to the Notice provisions herein, and your continued use of the Site constitutes your acceptance of such changes.
2. Services Generally.
The purpose of the Services is to help individuals, entities or organizations raise money, but we do not pick or endorse any such individuals, entities or organizations or any of their campaigns or causes. We merely provide a technology platform to allow fundraisers to connect with donors. The existence of the Services is not a solicitation of donations by Harness, and Harness 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 Harness shall not be responsible for the use of your donations or the amount of funds raised for your organization, campaign, or event. We are always working on new ways to improve our Services. We reserve the right to modify or change our Site or any of the Services, temporarily or permanently, with or without notice to you, and we are not obligated to support or update the Site or any Services. You acknowledge and agree that we shall not be liable to you or any third party in the event that we exercise our right to modify, change or discontinue the Site or any Services.
3. Transaction Round-Up Services.
The Services allow donor users to make donations to for-profit or not for-profit organizations by automatically rounding up their credit or debit card transaction amounts and donating the aggregated amount (subject to any monthly cap the donor may specify) to the selected organization at the end of the month. If a donor chooses to use these transaction round-up Services, each purchase using the credit or debit card that the donor has registered with the Services will be rounded up to the nearest dollar and the difference between the purchase amount and the rounded-up amount will be added to the donor’s account on the Services. At the end of each calendar month, that entire amount will be charged to the registered credit or debit card by Harness and, minus the fees described below, will be donated to the selected organization(s) by Harness. Each donor may cap the amount of his/her monthly donation by specifying a dollar limit when prompted by the Services.
If we lose our connection to your credit or debit card issuer for the registered card for any reason, including if you change your payment card issuer account password, we will be unable to track the amount and timing of transactions made using that card. If this happens we will take reasonable steps to notify you and provide you with instructions on how to reestablish the connection. If our connection to your payment card issuer account is not reestablished by the next date on which we are scheduled to charge your card for the donation amount for the given month, we will charge your card for and donate to the selected organization the lower sum of either (1) the dollar amount that you have specified as your monthly donation cap in the Services or (2) your average historical monthly contribution.
Harness will deduct from each monthly donation made via the Services a payment processing fee, which is required by and which will be remitted to the payment processor used by Harness in connection with the Services.
4. User Accounts.
5. Permitted Uses.
Your use of the Services and the Site is at your own risk. The Services or Site may contain errors or omission, or may be out of date. The Services or Site may, without prior notice, change, be deleted or updated at any time. As a condition of your use of the Services, you promise to: a. Use the Services and any information or content received in connection with the Services, including without limitation all Site information, donor lists or User-generated content, in compliance with this Agreement and all applicable laws; b. Use the Services so as not to damage, disable, overburden or impair the service, our networks or systems and not to interfere with any others' legal rights or use or enjoyment of the service; and c. Not engage in, or encourage, promote, facilitate or instruct others to engage in, activities which, in our judgment and discretion: (1) are illegal; (2) result in the infringement of the intellectual property rights of others or libel or defamation of another person; or (3) harvest or otherwise collect information about others (such as e-mail addresses or other personally identifiable information) without their consent.
6. Prohibited Uses.
You also agree that you will not: a. use another donor's account or URL without permission, impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with a person or entity, misrepresent a charity, promotion, event or campaign through the Services, or post User-generated content in any inappropriate category or areas on the Services; b. use the Services or any information or content received in connection with the Services (including without limitation any Site information, donor lists or User-generated content) in any way that is obscene, indecent, defamatory, libelous, unlawfully threatening or unlawfully harassing, violates any applicable laws or infringes, misappropriates or violates any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; c. create any liability for Harness or cause us to lose (in whole or in part) the services of our Internet Service Provider(s), web hosting company or any other vendors or suppliers; d. engage in any conduct that, in Harness's sole judgment and discretion, restricts or inhibits any other user from using or enjoying the Services; e. interfere with or disrupt any servers or networks used to provide the Services or their respective features, or disobey any requirements of the networks Harness uses to provide the Services; f. gain unauthorized access to the Services, or any account, computer system, or network connected to this Services, by any unauthorized or illegal means; g. obtain or attempt to obtain any materials or information not intentionally made available through the Services; h. use the Services to post, transmit or in any way exploit any information, software or other material for commercial purposes, or that contains advertising, except that using the Services for fundraising activities in accordance with this Agreement is expressly permitted; i. engage in advertising or commercial solicitation of any product or service without Harness's written consent, except that using the Services for fundraising activities in accordance with this Agreement is expressly permitted; j. collect, harvest or publish any personally identifiable data (including but not limited to names or other account information) from the Services in a manner not permitted by this Agreement, or use the communication systems provided by the Services for any reason not explicitly authorized by this Agreement, including commercial solicitation purposes; k. post any identification documents or sensitive information about another person; l. create a fundraising campaign involving legal disputes or legal issues or child custody issues; m. use any automated system including but not limited to robots, spiders, offline readers, scrapers to access the Services or Site Information for any purpose without Harness's prior written approval; provided, however, that the operators of public search engines may use spiders or robots to copy materials from the Services or Site Information for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material (Harness reserves the right to revoke these exceptions either generally or in specific cases);in any manual or automated manner copy copyrighted text, or otherwise misuse or misappropriate Services or User-generated content including but not limited to, use on a mirrored, competitive, or third-party site; n. transmit more request messages through the Services in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser; o. undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Services; or p. attempt to indirectly undertake any of the foregoing.
7. Copyright Policy.
We respect the intellectual property of others and ask that users of our Site and Services do the same. In connection with our Site and Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing Materials (as defined below) and for the termination, in appropriate circumstances, of users of our Site and Services who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Site and Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing Material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated copyright agent: (a) your physical or electronic signature; (b) identification of the copyrighted work(s) that you claim to have been infringed; (c) identification of the Materials on our services that you claim is infringing and that you request us to remove; (d) sufficient information to permit us to locate such Material; (e) your address, telephone number, and email address; (f) a statement that you have a good faith belief that use of the objectionable Materials are not authorized by the copyright owner, its agent, or under the law; and (g) a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner. Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
Our designated copyright agent can be contacted via email at email@example.com.
8. Links to Other Sites.
The Site and Services contain links to other independent third-party web sites, and we provide links to third-party websites as part of the Services (in all cases “Linked Sites”). These Linked Sites are provided solely as a convenience to you and based upon your User Information or the Content (as defined below) you elect to view. Such Linked Sites are not under our control, and we are not responsible for and do not endorse the content of such Linked Sites, including any products, information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites. Some of the content served by us will be from merchant sites, and sales through these sites may generate a commission payable to us. We accept no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of third party web sites, including, without limitation, Linked Sites and websites linking to the Site or Services. You should review applicable terms and policies, including privacy and data gathering practices, of third party web sites, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
9. Restrictions on Use.
All text, videos, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, artwork, algorithms, functionalities, features and computer code, including but not limited to design, structure, “look and feel” and arrangement of the content available on the Site or Services (collectively, “Content”) is owned, controlled or licensed by or to us, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws. The Content, the Site and the Services are owned by Harness and its Affiliates, and/or their licensors and suppliers (which may include lessors, lessees, owners, sellers, buyers, agents, brokers, multiple listing services, builders, service providers, content providers, vendors and others) (collectively, “Licensors and Suppliers”).
Except as expressly provided in this Agreement, no part of the Site, the Services or the Content may be copied, reproduced, republished, posted, publicly displayed, translated, or distributed in any way. Subject to the limited rights to use the Site and Services pursuant to this Agreement, we retain all right, title and interest in and to the Site and Services, including all related intellectual property contained therein. Certain features of the Services allow you to upload, post, publish, share, store, or manage data or visual content (“Materials”). By posting or publishing Materials, you represent and warrant to us that you have all necessary rights to distribute such Materials to us, either because you are the author and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of such Materials. You hereby grant to us and our authorized personnel a worldwide, royalty-free, fully-paid, exclusive, transferable, sublicensable (as necessary to perform the Services) license to copy, publicly perform, publicly display, publish, distribute, create derivative works of, and use Materials as we deem appropriate to perform the Services and in accordance with this Agreement. You acknowledge and agree that we will own all right, title, and interest in and to any Materials, content, or other works of authorship created by us or on our behalf and used in connection with the Services. All Materials are the sole responsibility of the person who originated such Materials whether publicly posted or privately transmitted. Any use or reliance on any Content or Materials of other users posted via the Services or obtained by you through the Services is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or Materials posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Materials that might be offensive, harmful, inaccurate or otherwise inappropriate.
10. Modification and Termination of Services, Content, and Accounts.
We reserve the right to modify or terminate the Services, the Content, your Account, or any part thereof, temporarily or permanently, at any time and from time to time, and with or without notice to you. We retain the right, but have no obligation, to monitor use of the Site, the Services, or your Account to determine compliance with this Agreement, as well as the right to remove or refuse any Information or Content for any reason. Notwithstanding these rights, you remain solely responsible for your use of the Site, the Services, and your Account. You agree that we shall have the right, in our sole discretion, to terminate or suspend your access to or use of the Site, the Services, your Account, or any part thereof temporarily or permanently, at any time and from time to time, and with or without notice, for any reason whatsoever including, without limitation, quality assurance or if we believe that you have violated or acted inconsistently with the letter or spirit of any provision of this Agreement. You also agree that we will not be liable to you or to any third party for any modification, termination, or suspension of access to the Site, Services, Content, or your Account.
You agree to indemnify and hold harmless us, our Affiliates, and our and their respective officers, agents, co-branders, or other partners and employees, from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your violation of any rights of another, your breach of this Agreement, your use of the Services, or your violation of any law.
12. Disclaimer of Warranties.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: A. YOUR USE OF THE SERVICES, CONTENT, SITE, AND YOUR ACCOUNT IS AT YOUR SOLE RISK. THE SERVICES, CONTENT, SITE, AND YOUR ACCOUNT IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO THE SERVICES, THE CONTENT, THE SITE AND YOUR ACCOUNT, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. B. WE MAKE NO CLAIM THAT THE SERVICES, CONTENT, SITE, OR YOUR ACCOUNT WILL BE SUITABLE FOR YOUR NEEDS, UNINTERRUPTED, TIMELY, OR SECURE. THE SERVICES, CONTENT, SITE, OR YOUR ACCOUNT MAY CONTAIN INACCURACIES, TYPOGRAPHICAL ERRORS, OR MAY BE OTHERWISE UNRELIABLE. WE MAKE NO WARRANTY THAT THE QUALITY OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES OR SITE WILL MEET YOUR EXPECTATIONS. C. ANY MATERIAL UPLOADED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE, SERVICES, OR YOUR ACCOUNT IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER HARDWARE OR LOSS OF DATA THAT RESULTS FROM THE UPLOADING OR DOWNLOADING OF ANY SUCH MATERIAL. D. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OR THROUGH THE SITE OR THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
13. Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT SHALL WE OR OUR SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, CO-BRANDERS, CONTRACTORS, OR OTHER PARTNERS, MEMBERS, EMPLOYEES, AND/OR OUR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE AND/OR OUR SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE AVAILABILITY OR PERFORMANCE OF THE SERVICES, CONTENT, SITE, OR YOUR ACCOUNT; (ii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR INFORMATION; (iii) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE, SERVICES, OR CONTENT, INCLUDING ANY STATEMENTS OR CONDUCT THAT MAY BE THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, ILLEGAL, OR INFRINGING; OR (iv) ANY OTHER MATTER RELATING TO THE SITE, SERVICES, OR YOUR ACCOUNT. NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, YOU AGREE THAT OUR TOTAL, AGGREGATE, AND COMPLETE LIABILITY FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY BREACH OF THIS AGREEMENT IN NO EVENT SHALL EXCEED THE TOTAL AMOUNTS ACTUALLY PAID BY YOU TO US IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING SUCH BREACH OR THE EVENTS GIVING RISE TO SUCH CLAIMS. ALL OF THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITIES.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
The Site or the Services may provide notices to you via either text message, e-mail, or regular mail, and the Services may provide notices of changes to this Agreement or other matters by displaying notices or links to notices on the Site.
15. Governing Law.
This Agreement is governed by the laws of the State of Florida, without reference to conflict of laws principles. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. This Agreement is a contract for services and not a sale of goods. The parties agree that this Agreement and the Site, Services, and Content shall not be subject to or governed by the Uniform Commercial Code.
16. Arbitration Agreement; Class Waiver; and Waiver of Trial by Jury.
Please read the following paragraphs carefully because they require you to arbitrate disputes with Harness and limit the manner in which you can seek relief from us.
Any dispute, controversy or claim arising out of or relating to this Agreement, the Site, the Services, your Account, or the negotiation, formation, performance, interpretation, termination, validity, or breach of this Agreement (together, “Disputes”), shall be resolved by binding arbitration on an individual basis as described in this Section 19 (this “Arbitration Agreement”). But, in the event of any actual, alleged, or threatened violation of confidentiality or violation of Harness’s intellectual property or other proprietary rights, Harness may immediately resort to court proceedings in a court of competent jurisdiction in order to seek immediate injunctive relief without posting bond, proving damages, or meeting any similar requirement. Any institution of any action for injunctive relief shall not constitute a waiver of the right or obligation of either party to submit any claim seeking relief other than injunctive relief to arbitration. This Arbitration Agreement applies to you; Harness, its affiliates, and its and their respective directors, officers, owners, employees, contractors, representatives, consultants, agents, suppliers, and licensors; their respective predecessors in interest, successors in interest, and assigns; authorized and unauthorized users or beneficiaries of the Services; and any third-party beneficiaries.
Arbitration proceedings shall be administered by the American Arbitration Association (“AAA”) under its rules before an arbitrator chosen by agreement of the parties. All arbitration matters and related proceedings shall be conducted in strict confidence and conducted exclusively in Tampa, Hillsborough County, Florida, unless otherwise agreed to in writing by all parties to the arbitration. The arbitration shall be conducted by a single arbitrator selected by the parties. If the parties fail to reach agreement on the arbitrator within thirty (30) days after service of the demand for arbitration, the arbitrator shall be chosen by the AAA. The written decision of the arbitrator shall be final, binding, and convertible into a court judgment in and filed and enforced in any appropriate court having jurisdiction. Each party shall bear its own expenses and fees (including its own attorneys’ fees and costs) arising from any arbitration unless the arbitrator determines that your claims were improper or frivolous, in which case the arbitrator may require you to reimburse Harness, its affiliates, and related persons and entities for certain fees and expenses in accordance with the AAA rules. Any arbitration proceeding cannot be consolidated or joined with any other proceeding and shall not proceed as a class action. The parties understand that they would have had a right or opportunity to litigate Disputes through a court, to have a judge or jury decide their case, and to participate in a class action or other proceeding involving multiple claimants, but they have instead chosen to have all Disputes decided through individual arbitration.
Federal Arbitration Act.
This Arbitration Agreement evidences a transaction involving interstate commerce and the Federal Arbitration Act, 9 U.S.C. Sections 1-16, shall govern the interpretation, enforcement, and proceedings pursuant to this Arbitration Agreement.
Any and all actions taken under this Arbitration Agreement, including all filings, orders, judgments, and awards made in any arbitration proceedings and any decisions s of the arbitrator, shall be confidential and must not be disclosed to any third party.
Time Limitation on Claims.
Arbitration proceedings must be initiated within one year after any Dispute arises; otherwise, the Dispute is permanently barred.
17. Dispute Resolution.
All disputes arising out of or relating to this Agreement, except those subject to Section 16 above, are subject to the exclusive jurisdiction of the federal or state courts in Tampa, Hillsborough County, Florida, and you expressly consent to the exercise of personal jurisdiction in such courts in connection with any such dispute including any claim involving us or our affiliates, subsidiaries, partners, employees, contractors, officers, and directors.
18. Miscellaneous Provisions.
You acknowledge that you have read this Agreement, understand it, and agree to be legally bound by its terms and conditions. You agree that this is an Agreement between independent contractors, and it is not a joint venture, partnership, employer-employee, agent-principal, or franchisor-franchisee relationship. Neither party is authorized to bind the other to any contract. This Agreement is the entire agreement and a complete and exclusive statement of the agreement between the parties, which supersedes all prior or concurrent negotiations, proposals and understandings, whether oral or written, and all other communications between the parties relating to the subject matter of this Agreement. No provision hereof shall be deemed waived, amended, or modified except in a written addendum signed by an authorized representative of each party. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. This Agreement shall be binding upon and shall inure to the benefit of the parties and their successors. All terms of this Agreement that by their nature or content are intended to or would be reasonably understood to apply after termination of this Agreement, including the rights and obligations under Sections 11-13 and 15-18, shall survive the termination, cancellation, or expiration of this Agreement for any reason whatsoever.
19. Contact Us.
If you have any questions regarding this Agreement or the Services, please contact us at firstname.lastname@example.org.