Wedoo, Inc. is a corporation duly formed under the laws of the State of Delaware (“Wemion”).
Wemion provides the online application also named Wemion, together with all its features and resources, including, but not limited to, the integrated mobile application, the website and any other ancillary services (all of which the “Services”).
The terms “We,” “Us,” and “Our” refer to Wemion and its affiliates. The term “You,” “Your” refers to the individual in interest to comply with this Term of Use, and to use Our Services.
SUBJECT TO YOUR ACCEPTANCE WITHOUT MODIFICATION OF ALL THE TERMS, CONDITIONS, AND NOTICES SET FORTH BELOW, WEMION GRANTS YOU A TEMPORARY, LIMITED, NONEXCLUSIVE AND REVOCABLE LICENSE TO USE THE SERVICES. PLEASE READ THIS TERM OF USE CAREFULLY. WEMION MAY, AT ANY TIME AND AT ITS SOLE DISCRETION, WITHOUT NOTICE TO YOU, SUSPEND, DISCONTINUE, REVISE OR OTHERWISE MODIFY THIS TERM OF USE, AND YOUR CONTINUED ACCESS OR USE OF THE SERVICES MEANS YOUR ACCEPTANCE OF THE REVISED OR MODIFIED TERM OF USE.
- Wemion’s platform feature designed to facilitate Donations from Donors, which may be Donations of money, faith or time/work (Voluntarism).
- Means a User of the Service that creates an Event.
- Means either Volunteerism, Faith and/or Money Donations.
- Means a User that either donates Money or Faith to, or is a Volunteer in Events.
- Means either Campaigns, Missions, and Pain Points.
- Means feature of the Service designed to separate, in the same Campaign, solicitations for Money or Faith Donations, or Volunteerism.
- “Money Donations”
- Donation of money to Events by the Donors.
- “Pain Points”
- Means a feature of the Service designed to allow a User to signalize and/or transmit to other Users information pertaining to Persons possibly requiring attention or aid. Pain Points may be transformed into a Campaign by a User pursuant to the Game Rules.
- Means any software, application, program, system, operating system, or the like.
- “Tax or Taxes”
- Means taxes, levies, duties or any similar assessments under federal, state, local or other jurisdictions’ Law.
- Any individual that accepts to be bound to this Term of Use and the Wemion Documents and use Our Services thereunder.
- “Wemion’s Fee”
- Donor’s commitment to donate his/her time or to provide voluntary work to Events.
- “Game Rules”
- Means the Wemion’s game rules to which all Users are bound and are disclosed and fully described in Our website accessible through the link [•]. We may change or amend the Game Rules from time to time and without previous notice.
- Means any individual allowed to be a User under the terms of the Wemion Documents. Companies, Corporations, Trusts, or any kind of legal entities may not be Persons for the purposes hereof.
- “Wemion Documents”
- Means any law or court ruling applicable to the jurisdiction in which the User is using the Services.
Services Description; Purpose of the Services
- Wemion offers the Services as a platform to Users of the Services. Users may act both as Donors and/or Creators, or solely as a Donor or Creator. Subject to the Wemion Documents, Users may interact in a “crowd-helping” game that allows the creation of Events. A Creator shall not to create an Event for his/her own benefit nor to the benefit of any person which is not a Person. Among other features, the Services are designed to connect Events to Donors with the main purpose of facilitating Donations.
- WEMION IS NOT, AND CANNOT BE A BROKER, FINANCIAL INSTITUTION, CHARITABLE INSTITUTION, AGENT, ADVISOR, PROMOTER OR A CREDITOR FOR, NOR INSURANCE OR ENDORSE, ANY USER, THIRD-PARTY, ENTITY, OR INDIVIDUAL. WEMION MERELY PROVIDES AN ADMINISTRATIVE PLATFORM TO CONNECT EVENTS TO DONORS. FOR AVOIDANCE OF DOUBT, WEMION DOES NOT ENGAGE IN ANY SOLICITATION WHATSOEVER ON BEHALF OF ANY USER, INDIVIDUAL, ENTITY, OR THIRD-PARTY. BY USING THE SERVICES, YOU ACKNOWLEDGE AND AGREE THAT WEMION IS NOT RESPONSIBLE FOR ANY OF YOUR USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, YOUR DONATIONS OR THE AMOUNT OF DONATIONS RECEIVED BY YOUR EVENT. ADDITIONALLY, WEMION HEREBY DISCLAIMS ANY AND ALL LIABILITY RELATED TO, OR IN CONNECTION WITH, ANY INFORMATION PROVIDED BY USERS IN THE USE OF THE SERVICES. FURTHERMORE, ALL DONATIONS MADE ARE YOUR EXCLUSIVE AND SOLE RESPONSIBILITY. WEMION DOES NOT AND CANNOT GUARANTEE THAT DONATIONS WILL BE USED IN ACCORDANCE WITH ANY PURPOSE ANNOUNCED BY A CREATOR, OR AS DISCLOSED AND DESCRIBED AT AN EVENT. MOREOVER, WE ASSUME NO RESPONSIBILITY TO VERIFY WHETHER THE DONATIONS ARE USED IN ACCORDANCE WITH ANY APPLICABLE LAWS;
Use of the Services
Member account; Password; Security:
To use the Services, You are required to register an account with Wemion pursuant to the procedure set forth by the Game Rules. As a User of the Services, You warrant that:
- All information You furnish and disclose while using the Services is true, accurate, current and complete;
- You are a Person and has full capacity to act under the laws of Your jurisdiction;
- You are older than the age of majority in Your jurisdiction;
- If You are younger than the age of majority in Your jurisdiction, but older than 13 years of age, You may use the Services only with the express approval and under close supervision of Your parents or guardians. If You are younger than 13 years of age, You are not allowed to use the Services;
- You will protect Your account information, and You will be the only Person to access and use the Services under Your User account. In case that another Person access and/or use the Services through Your account, whether being authorized by You or not, You will be completely and financially responsible for any and all consequences that may arise from such use. Additionally, You agree to notify Wemion immediately if You become aware of any loss, theft, or unauthorized access to, or use of Your account.
- Prohibitions on Misuse
As a condition of Your use of the Services, You warrant, without limitation, the following:
When creating an Event:
- You will strictly observe all the lirovisions set forth on the Wemion Documents, as amended from time to time, in addition to the Laws applicable to Your jurisdiction;
- You will act strictly and solely in accordance with the purposes stated in such Event;
- All information and activities related to, or in connection with, such Events are true, complete, accurate, not otherwise designed to mislead or cause any harm, and are in full compliance with the Laws applicable to Your jurisdiction;
- You will provide all information related to the Services to assist in any fraud investigation;
- You will only use the Services in accordance with the Wemion Documents;
- You will use the Services only for lawful and legitimate activities and/or purposes;
- Will use the Services so as not to cause any losses or harm to any User and/or third-party, nor promote, engage in, encourage or facilitate activities which are: (i) illegal; (ii) unlawful, whether or not expressly prohibited by the Wemion Documents or by federal, state, local, or international Law; (iii) prohibited; (iv) dishonest and/or fraudulent; (v) result in the infringement of intellectual property rights; (vi) involves the advertisement and/or commercial of any product or service; (vii) violent, intolerant, unethical, discriminative, or harassing, inter alia.
- Wemion retains the right at its sole discretion to deny any individual access to the Services provided hereunder at any time, without any further notice, including, but not limited to, violation of the Wemion Documents.
- If You believe that an User is committing fraud or breaking the law, You shall notify Us immediately. You should only notify Us in that regards if You believe the User is committing fraud or breaking the law; Personal disputes between the parties will be ignored. An User may be committing fraud if (i) they are intentionally including factually incorrect information on the Event, (ii) they have not used the funds that were raised for the stated purpose within a reasonable amount of time or (iii) they are impersonating someone else or have copied an Event that already exists on Our Platform. Your information will not be shared with the reported User. We will use Our best efforts to investigate Your claim, however, We do not commit to replying Your claim within a definite period, or to take any actions whatsoever towards immediate or thorough investigation of Your claim or to update You on the results of the investigation. The best course of action when You suspect that a certain Event is fraudulent or misleading, is not to participate on or donate in any form to such Event.
Prohibition on Wemion’s platform misuse
The content and information contained in the Services, unless otherwise excluded, as well as the infrastructure used to provide such content and information, is proprietary to Wemion or Our business partners or affiliates. While You may use the Services and related documents, You agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, reverse engineer, create derivative works from, transfer, or sell or re-sell any information, software, products, or services obtained from or through the Services, as further described below to non-authorized users. Additionally, You agree:
- not to access, monitor or copy any content or information located on the Services using any robot, spider, scraper or other automated means or any manual process for any purpose without Our express written permission;
- not to violate the restrictions in any robot exclusion headers on the Services or bypass or circumvent other measures employed to prevent or limit access to the Services;
- not to take any action that imposes, or may impose, in Our sole discretion, an unreasonable or disproportionately large load on Our infrastructure;
- not to deep-link to any portion of the Services for any purpose without Our express written permission; or
- not to frame, mirror or otherwise incorporate any part of the Services into any other application without Our prior written authorization.
- The Wemion’s Fee may be charged to Our benefit and deducted of every Money Donation made by Donors. Wemion’s Fee is disclosed, and fully described at Our platform and website [please insert link], together with the respective term of use of Our payment partner (WePay). Please be advised that Wemion’s Fee may be amended or modified from time to time at Our own discretion. We will endeavor to notify You of such changes, but We do not commit and warrant to notify You thereof.
- You acknowledge and understand that all fees that may be assessed upon Your Money Donation may not be under Our control or responsibility, to the extent that all financial transactions are executed and effected directly by WePay. The only fee that is within Our sole discretion is the Wemion’s Fee. WePay is the sole responsible for processing any Money Donations, payments, and/or assessing and collecting other fees.
Limitation on Liability
- WEMION WILL NOT PROVIDE ANY DONATION CONSULTING OR SOLICITATION SERVICES NOR ANALYSIS TO YOU IN ANY FORM WHATSOEVER. YOU ARE THE SOLE RESPONSIBLE TO ALL DECISIONS MADE OR ANY ACTION TAKEN WITH REGARDS TO YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO YOUR DONATIONS AND EVENTS. FOR AVOIDANCE OF DOUBT, THE USE OF THE SERVICES IN ANY MATTER WHATSOEVER IS AT YOUR SOLE RISK.
- THE MATERIALS AND INFORMATION YOU FIND ON THE SERVICES ARE PROVIDED AS IS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, SERVICES, OR PRODUCTS PROVIDED THROUGH, OR IN CONNECTION WITH, THE SERVICES AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
- IN NO EVENT SHALL WEMION BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, YOUR ACCESS TO, DISPLAY OF OR USE OF THE SERVICES, OR WITH THE DELAY OR INABILITY TO ACCESS, DISPLAY, OR USE THE SERVICES (INCLUDING, BUT NOT LIMITED TO, ANY COMPUTER VIRUSES, CYBERATTACK, INFORMATION, SOFTWARE, LINKED SITES, PRODUCTS, AND THE LIKE OBTAINED THROUGH THE SERVICES; OR OTHERWISE ARISING OUT OF THE ACCESS TO, DISPLAY OF, OR USE OF THE SERVICES) OR WITH A PRODUCT OR SERVICE PROVIDED AS A RESULT OF USE OF THE SERVICES, WHETHER BASED ON A THEORY OF NEGLIGENCE, CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF WEMION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY RISK ARISING OUT OF USE OR PERFORMANCE OF THE INFORMATION, SERVICES, MATERIALS, SOFTWARE, OR OTHER ITEMS REMAINS ENTIRELY WITH YOU. UNDER NO CIRCUMSTANCES WILL WEMION BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING OUT OF THE USE OR PERFORMANCE OF THE INFORMATION, SERVICES, SOFTWARE, OR OTHER ITEMS.
- IF, NOTWITHSTANDING THE FOREGOING, TO THE EXTENT THAT THE LIABILITY OF WEMION OR ANY OF ITS RESPECTIVE MEMBERS, MANAGERS, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS ARE NOT EXCLUDED BY LAW OR COURT RULING AND WEMION OR ANY OF ITS RESPECTIVE MEMBERS, MANAGERS, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS ARE FOUND LIABLE BY DEFINITIVE COURT RULING FOR ANY LOSS OR DAMAGE WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH ANY OF THE ABOVE DESCRIBED FUNCTIONS OR USES OF THE SERVICES OR ITS CONTENTS, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF WEMION TOGETHER WITH ALL OF ITS AFFILIATES ARISING OUT OF OR OTHERWISE RELATED TO THE USE OF SERVICES EXCEED THE TOTAL AMOUNT PAID BY YOU, YOUR AFFILIATES, OR THIRD-PARTIES OTHERWISE CONNECTED OR RELATED TO YOU HEREUNDER FOR THE SERVICES GIVING RISE TO THE LIABILITY IN THE SIX MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE LIABILITY AROSE. THE FOREGOING LIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, BUT WILL NOT LIMIT YOUR AND YOUR AFFILIATES’ PAYMENT OBLIGATIONS, IF ANY.
- Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to You. This disclaimer of liability applies to any damages or injury caused by any failure of performance or non-performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, cyberattack, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under any other cause of action. You specifically acknowledge that Wemion is not liable for Your defamatory, offensive, infringing or illegal materials or conduct, or that of third-parties, and Wemion reserves the right to remove such materials from the Services without liability or further notice.
- Wemion does not guaranty the availability of the Service nor that the Services will function uninterruptedly as expected. Wemion reserves the right to unilaterally cancel any features or Events. Under no circumstances, including negligence, shall Wemion or any of its respective members, managers, shareholders, officers, directors, employees or agents be liable for any incidental, special, or consequential damages that result from the use of Services or the failure to provide Services as expected.
Intellectual Property Rights
- EXCEPT AS EXPRESSLY PROVIDED HEREIN, WE MAKE NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. WE DISCLAIM ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING, APPLICATION, SOFTWARE, HARDWARE, OR OTHERWISE SERVICES PROVIDERS.
- WE DO NOT WARRANT THAT THE SERVICES WILL BE PERFORMED ERROR-FREE OR UNINTERRUPTED, THAT WE WILL CORRECT ALL SERVICES ERRORS, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. WE ARE NOT RESPONSIBLE FOR ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE SERVICES THAT ARISE FROM THIRD-PARTY SOFTWARE, CONTENT, OR HARDWARE RELATING TO THE SERVICES; OR ANY THIRD-PARTY CONTENT OR SERVICES PROVIDED BY THIRD-PARTIES.
- YOU ACKNOWLEDGE AND AGREE THAT ANY DONATIONS MADE BY YOU IS YOUR SOLE DECISION AND RISK. WE RECOMMEND ANY USERS TO CONTACT CREATORS PRIOR TO COMMITTING TO ANY DONATIONS, BUT WE WILL NOT AND CANNOT VERIFY THE INFORMATION SUBMITTED BY USERS OR BY EVENTS, NOR IF THE SUCH INFORMATION IS BEING COMPLIED AND IT IS IN ACCORDANCE WITH APPLICABLE LAWS. ADDITIONALLY, YOU UNDERSTAND AND AGREE THAT ANY DONATIONS ARE NOT, IN ANY CASE, REFUNDABLE. THE BEST COURSE OF ACTION WHEN YOU SUSPECT THAT ANY EVENT IS FRAUDULENT OR MISLEADING IS NOT TO PARTICIPATE ON OR DONATE TO SUCH EVENT IN ANY FORM WHATSOEVER.
- We or Our licensors retain all ownership and intellectual property rights in and to the Services, derivative works thereof, and anything developed or delivered by or on Our behalf to You pursuant to Your use of the Services (“Wemion Intellectual Property Rights”). No rights are granted to You other than as expressly set forth herein.
- You may not modify, copy, aggregate, distribute, publish, display, transmit, reproduce, license, transfer, reverse engineer, create derivative works from, sell, or otherwise use any Wemion Intellectual Property Rights without the prior written permission of Wemion. In some cases, some materials contained in the Services may be subject to copyrights held by third-parties and additional permissions may be required.
- Copyrights. The materials in the Services are protected under United States Copyright Laws. These materials are for individual or organizational use only as authorized by Wemion.
- Trademarks. Wemion logo, trademark, business signs, any affiliated logos, the term “Wemion,” as well as any affiliated terms and all logos and graphics using the Wemion name are the intellectual property of and/or trademarks/service marks owned by Wemion. Wemion may possess intellectual property rights in other logos, words, or phrases not mentioned here. In some cases, some materials contained in the Services are subject to trademarks held by third-parties. Except where otherwise indicated, all materials on the Services including but not limited to graphics, text, software, audio, video, and files, are the property of Wemion and are protected by copyright or other intellectual property laws.
- Wemion reserves all rights to its intellectual property. You may print out a single copy of pages on the Services for Your personal, non-commercial use; provided that all copyright, trademark or other notices are retained. You are not authorized to use any portion of the Services or any other Wemion intellectual property on any other application, in the meta-tags of any other application or in any other materials. You may not modify, reverse engineer, publish, create derivative works, copy, distribute, or otherwise use any of the Services’ content or frame the Services within any other application.
Responsibility for Content
- You shall have no intellectual property rights with regards to any comments, feedback, suggestions, and other submissions disclosed (collectively “Submissions”), submitted or offered by You on the Services, when and if such Submissions are incorporated totally or in part to the Services. Wemion shall be under no obligation to incorporate in any form the Submissions to the Services, and may do so on its own discretion. Notwithstanding anything to the contrary, You will not be entitled to receive any compensation whatsoever with regards to Submissions.
- We do not and cannot review all communications and content posted or uploaded to the Services and/or website and We are not responsible in any form for these communications and content, including, without limitation, information disclosed by Events. However, We reserve the right to block or remove communications or content that We determine, in Our sole discretion, to be (i) threatening, abusive, libelous, defamatory, inflammatory, or obscene, (ii) fraudulent, deceptive, or misleading, (iii) in violation of the copyright, trademark, or other intellectual property rights or other rights of another, (iv) in violation of any applicable local, state, Federal or international law or regulation, or (v) offensive or otherwise unacceptable.
Links to Other Sites
- This Agreement may be subject to restrictions concerning the export control and economic sanctions laws of the United States or other jurisdictions (“Export Control”). No Software may be downloaded from the Services or otherwise exported violating Export Control. You acknowledge and agree that the use of Our Services, and any Software is at Your sole risk, and that You will comply with all local and international rules and laws, including, without limitation, online conduct and acceptable content.
Data Storage; Contacting Wemion
- The Services may contain advertisement, links to and frames of third-party application’s which are not maintained by Wemion. While Wemion will attempt to include only links to or frames of those sites which are in good taste and standing, and safe for Our visitors or Users, Wemion shall not be responsible for the content of those sites and shall not guarantee that sites will not change without Our knowledge. Inclusion of such links and frames in the Services does not imply Wemion’s endorsement of the linked or framed sites or their content. Your correspondence or any other dealings with advertisers found on the Services are solely between You and such advertiser. You agree that We shall not be responsible for any loss or damage of any sort incurred as a result of any such dealings or as the result of the presence of such advertisements on the Services. Moreover, We shall not be responsible or liable for the statements or conduct of any such advertisers on the Services.
Other Software Applications and Platforms
- Please remember that You are responsible for whatever material You submit to Wemion, and that You, not Wemion, have full responsibility for the message, including its reliability, originality, and copyright. You should not reveal trade secrets or other confidential information in Your messages. Moreover, You are the sole responsible for any and all backups of Your data, and Wemion is not liable for any losses due to Our data storage.
Term and Termination
The Services may be operated in connection with software applications, platforms and products made commercially available by other entities (the “Other Software Applications and Platforms”). When the Services is made available for Your use in connection with Other Software Applications and Platforms, in addition to the other terms and conditions set forth in these Term of Use, the following terms and conditions apply:
- You acknowledge that the Wemion Documents are concluded between We and You only, and not with third parties, and that as between We and third parties, We, not the third parties, are solely responsible for the Other Software Applications and Platforms and the content thereof.
- You may not use the Other Software Applications and Platforms in any manner that is in violation of or inconsistent with the usage rules set forth by third parties.
- Your license to use the Other Software Applications and Platforms is limited to a non-transferable license to use the Other Software Applications and Platforms, as permitted by the usage rules set forth by third parties.
- Third parties have no obligation whatsoever to provide any maintenance or support services with respect to the Other Software Applications and Platforms.
- You acknowledge that We, not third parties, are responsible for addressing any claims of You relating to the Other Software Applications and Platforms or Your possession and/or use of that Other Software Applications and Platforms, including, but not limited to: (i) product liability claims; (ii) any claim that the Other Software Applications and Platforms fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- In the event of any third party claim that the Other Software Applications and Platforms or the end-user's possession and use of that Other Software Applications and Platforms infringes that third party's intellectual property rights, as between We and owners of Other Software Applications and Platforms, We, not such owners, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; (ii) You are not listed on any U.S. Government list of prohibited or restricted parties and (iii) You are not located in any other country or jurisdiction from which You would be barred from using the Services by applicable law.
- This Term of Use will remain in effect during the whole period that You are using the Services.
- If You violate any provision of this Term of Use, Your permission to use the Services shall automatically terminate, and You must immediately destroy any copies You have made of the Services or any portion thereof. You, the Services, and/or Wemion may suspend or terminate Your account or Your use of the Services at any time, for any reason or for no reason at all.
- Wemion reserves the right to withhold, remove and/or discard Your data without notice to You in case of Termination. Upon termination, Your right to access or use Your data immediately ceases, and Wemion shall have no obligation to maintain or forward Your data.
- The sections regarding “Fees,” “Intellectual Property Rights,” “Taxes,” “Limitation on Liability,” “Disclaimer,” Responsibility for Content,” “Term and Termination,” and “General” will survive any termination or expiration of this Agreement.
- Our fees do not include taxes, levies, duties or similar governmental assessments, whether federal, state, local, or international. Furthermore, You are the solely responsible for paying, assessing, collecting, reporting or remitting all Taxes, if any, associated with Your Donations and/or fundraising hereunder to the appropriate tax authority. If We have the legal obligation to pay or collect Taxes for which You are responsible under this Section, We will invoice You and You will pay that amount unless You provide Us with a valid tax exemption certificate authorized by the appropriate taxing authority. For clarity, We are solely responsible for taxes assessable against Us based on Our income, property and employees.
- This Term of Use is governed by the laws of the State of New York, USA, without regard to principals of conflicts of laws. You hereby consent that all disputes arising out of or relating to the use of the Services shall be referred to and finally resolved by arbitration under the American Arbitration Association (“AAA”) Rules, which Rules are deemed to be incorporated by reference into this clause. Any award of the arbitral tribunal shall be final and binding on the parties. There shall be one (1) arbitrator. The place of arbitration shall be New York City – NY, Unites States of America. The language of the arbitral proceeding shall be English. Use of the Services is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including, without limitation, this paragraph.
- You agree that no joint venture, partnership, or employment relationship exists between You and Wemion as a result of the Wemion Documents or use of the Services.
- Our performance of this Term of Use (and the Wemion Documents) is subject to existing laws and legal process, and nothing contained in this Term of Use limits Our right to comply with law enforcement or other governmental or legal requests or requirements relating to Your use of the Services or information provided to or gathered by Us with respect to such use. To the extent allowed by applicable law, You agree that You will bring any claim or cause of action arising from or relating to Your access or use of the Services within one (1) year from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.
- If any part of this Term of Use is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Term of Use shall continue in effect.
- This Term of Use (and the Wemion Documents) constitutes the entire agreement between You and Wemion with respect to the Services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between You and Wemion with respect to the Services. A printed version of this Term of Use (and the Wemion Documents) and of any notice given in electronic form shall be admissible in judicial, arbitration, or administrative proceedings based upon or relating hereto or thereto to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.