Client Terms of Service Agreement

Effective Date: April 2020
The Donate2.com website and its associated software-as-a-service, platform, and content (collectively “Donate2”) is owned and operated by Lynch, Incorporated d/b/a L2 Interactive (“L2 Interactive”, “our”, “us”, “we”), an Illinois corporation. L2 Interactive has adopted this Terms of Service Agreement (“Agreement”) to inform you (“Client(s)”) of your rights and duties when using Donate2. Client and L2 Interactive may each be referred to as a “Party” and collectively referred to as the “Parties.” By clicking “I agree” and entering into a Plan for access and use of Donate2, you are entering into a contract with L2 Interactive and agreeing to be bound by this Agreement.
If you do not agree with the terms and conditions of this Agreement, you are expressly prohibited from using Donate2 and must discontinue your use immediately. In addition to these Terms, we may ask you to accept additional terms that apply to specific features, products or services. To the extent any additional terms conflict with these Terms, the additional terms govern with respect to your access to or use of the applicable feature, product or service.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING DONATE2 AND ASSOCIATED SERVICES. BY CLICKING “I AGREE”, ACCESSING, AND/OR USING DONATE2, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.
L2 INTERACTIVE MAY, FROM TIME TO TIME, AND RESERVES THE RIGHT, IN ITS SOLE AND ABSOLUTE DISCRETION, TO MODIFY, LIMIT, CHANGE, DISCONTINUE, OR REPLACE DONATE2, THE SERVICES, AND/OR THIS AGREEMENT. IN THE EVENT L2 INTERACTIVE MODIFIES, LIMITS, CHANGES, OR REPLACES DONATE2 OR THIS AGREEMENT, YOUR USE OF DONATE2 AFTER SAID MODIFICATION, LIMITATION, CHANGE, OR REPLACEMENT CONSTITUTES YOUR MANIFESTATION OF ASSENT TO THE MODIFICATION, LIMITATION, CHANGE, OR REPLACEMENT.

1. Definitions.

  • “Account” means a Client’s password-protected access point to Donate2 via web browser.
  • “Client(s)” means an individual, company and/or organization that signs up for a paid Plan for access and use of Donate2.
  • “Donation(s)” means monetary donations made to Clients by Donors through Donate2.
  • “Donor(s)” means any individual, company, and/or organization that elects to make a Donation to a Client through Donate2.
  • “Plan” means a monthly or yearly subscription entered by Clients for access and use of Donate2.
  • “You / Your / You’re” means Client(s).
  • “Form(s)” means a webpage made up of HTML, JavaScript, CSS that renders a form for the acceptance of donations.
  • “Form Link(s)” means a URL link that can be deployed after creating a Form with whatever marketing techniques Client’s use to solicit Donations.
  • “Third-Party Supported Platform(s)” means the third-party tools that may integrated with Donate2, which include, but are not limited to, ActiveCampaign, Tessitura, Stripe, Prospect2, WordPress, TypeForm Video Ask, Facebook, Twitter, YouTube, Vimeo, and other integrations as described on the Donate2 website. Note that these Third-Party Supported Platforms are subject to change at any time.
  • “Client Information” means all information and data submitted to Donate2 by or on behalf of Client in connection with the creation and management of Client’s Account for Donate2.
  • “Services” means access to Donate2, via a Client account, that are ordered by and paid for by Client under a Plan and made available by L2 Interactive, including user guides, documentation, help/training materials, and support provided by L2 Interactive, but expressly excluding any “Third-Party Supported Platform(s)” (as defined herein).

2. About Donate2.

Donate2 is a web browser based software-as-a-service designed to create a fast and simple way for companies and organizations to obtain Donations. Built specifically for integrations with CRM systems and Stripe, Donate2 allows Clients to generate Forms and Form Links that can be placed anywhere for Donors to scan, prompting a donation page to appear. Donors can then quickly and easily pay a Donation to Clients via Apple Pay, Google Pay, and/or Credit Card, among other digital wallets. Through the power of our integration, Donate2 then puts the donation in your Donate2 Integrated CRM and triggers a receipt.

3. Your Donate2 Integrated CRM and Stripe Required.

Stripe
  • About. Stripe is a third-party payment processing platform that allows payments to be made and received via the internet.
  • Integration. Donate2 integrates with Stripe to facilitate the monetary transactions for Donations.
  • Stripe Account. Client understands and agrees that they must have an active account in good standing with Stripe in order to use Donate2.
  • Terms. By utilizing Stripe, you are agreeing to be bound by its separate Terms of Use found here.
Tessitura
  • About. Tessitura is a customer relationship management (“CRM”) database that holds the contact information and transaction history of people who have purchased from a Client.
  • Integration. Donate2 serves as an integration that links to Tessitura to facilitate Donations.
  • Tessitura License. Tessitura integrated Clients understand and agree that they must have an active account and license with Tessitura.
  • Terms. By utilizing Tessitura, you are agreeing to be bound by its separate Terms of Use found here.
ActiveCampaign
  • About. ActiveCampaign is a marketing automation and CRM platform.
  • Integration. Donate2 may be directly integrated with ActiveCampaign.
  • ActiveCampaign Account. Clients understand and agree that in order to use Donate2 with ActiveCampaign they must have an active account with ActiveCampaign.
  • Terms. By utilizing ActiveCampaign, you are agreeing to be bound by its separate Terms of Service found here, as well as all of ActiveCampaign Legal Policies included here.
Prospect2
  • About. ActiveCampaign is a marketing automation and CRM platform that L2 Interactive has partnered with as a value-added reseller with Prospect2. Prospect2 is a marketing automation platform and related Services built specifically for compatibility with Tessitura powered arts and cultural organizations.
  • Integration. Donate2 may be integrated with L2 Interactive’s Prospect2 Platform.
  • ActiveCampaign and Prospect2 Account. Clients understand and agree that in order to use ActiveCampaign and Prospect2, they must have an active account with Prospect2.
  • Terms. By utilizing ActiveCampaign, you are agreeing to be bound by its separate Terms of Service found here, as well as all of ActiveCampaign Legal Policies included here. Separately, by utilizing Prospect2, you are agreeing to be bound by its separate Client Terms of Service here.
Google Analytics
  • About. Google Analytics is a web analytics service offered by Google that tracks and reports website traffic, currently as a platform inside the Google Marketing Platform brand.
  • Integration. Donate2 may be integrated with your Google Analytics by entering your Google Analytics Property ID.
  • Google Analytics. Clients understand and agree that in order to use Google Analytics, they must have an active account with Google.
  • Terms. By utilizing Google Analytics, you are agreeing to be bound by its separate Terms of Service found here.
Twilio
  • About. Twilio is a cloud communications platform as a service company. Twilio allows software developers to programmatically make and receive phone calls, send and receive text messages, and perform other communication functions using its web service APIs.
  • Integration. Donate2 may be integrated with your Twilio account by entering your Twilio API SID and AUTH Token.
  • Twilio. Clients understand and agree that in order to use Twilio, they must have an active account with Twilio.
  • Terms. By utilizing Twilio, you are agreeing to be bound by its separate Terms of Service found here.
QRCode Monkey
  • About. QRCode Monkey is one of the most popular online QRCode generators with millions of already created QR codes. The high resolution of the QR codes and the powerful design options make it one of the best QRCode generators on the web that can be used for commercial and print purposes.
  • Integration. Donate2 integrates with QRCode Monkey's API.
  • QRCode Monkey. Clients understand and agree that in order to use QRCode Monkey in Donate2, they must have and active Donate2 account.
  • Terms. By utilizing QRCode Monkey, you are agreeing to be bound by its separate Terms of Service found here.

4. Warranties and Representations.

You warrant and agree that you have the right and legal capacity to enter into this Agreement and to adhere to its terms and conditions. You warrant that you are a human individual that is eighteen (18) years of age or older. If you are under eighteen (18) years of age but at least thirteen (13) years of age, you must present this Agreement to your parent or legal guardian for their review. You warrant that you are not prohibited from assenting to this Agreement by any pre-existing Agreement.
You warrant and represent that you, as the Client, are the company and/or organization that you represent yourself as when signing up for a Plan with Donate2. You warrant and represent that any and all information that you provide to L2 Interactive and Donate2 is accurate and valid. You agree to comply in good faith with the terms of this Agreement.
You will not use Donate2 in any way that violates the rights of third parties, and you agree to comply with any and all applicable local, national, state, provincial, and international laws, treaties, and regulations. Given the global nature of the Internet, you agree to comply with all laws and rules where you reside or where you use Donate2. Donate2 is operated in the United States and L2 Interactive makes no representation that its Website or services or products are appropriate, lawful, or available for use in other locations.

5. Ownership of Donate2 and License.

You acknowledge and agree that L2 Interactive is the owner of, or has rights in and to, Donate2 and its associated content, including but not limited to all intellectual property rights inherent therein. Donate2 is protected by all applicable laws, intellectual property or otherwise, and you are expressly prohibited from using Donate2 for any purposes not explicitly stated in this Agreement. Specifically, and except where otherwise allowed under this Agreement, you are prohibited from framing, scraping, aggregating, hacking, reverse engineering, crawling, reproducing, preparing derivative works of, distributing, performing publicly, or displaying publicly Donate2, whether in whole or in part, without the prior written consent of L2 Interactive.
L2 Interactive hereby grants you a limited, non-exclusive, non-sublicensable, royalty free, non-assignable, and revocable license to use Donate2 for its customary and intended purposes. Violation of the terms of this Agreement or use of Donate2 for a use outside of its customary and intended purposes, such as, but not limited to downloading (other than page caching) or modifying Donate2 or any portion of it will result in the termination of this license. Absent prior written permission from L2 Interactive, you are not permitted to reproduce, prepare derivative works, distribute copies, perform, display, or use for commercial purposes Donate2 or its content. This license is revocable at any time, and any rights not expressly granted herein are reserved to L2 Interactive.

6. Intellectual Property.

  • Trademark and Copyright. All trademarks (common law or registered) and copyrights (common law or registered) displayed on this Website are the property of their respective owners. Specifically, all photographs featured on Donate2 are copyrighted and owned by L2 Interactive, unless otherwise stated. All L2 Interactive marks are the property of L2 Interactive, including, but not limited to LYNCH INCORPORATED, L2 INTERACTIVE, INTEGRATE2, PROSPECT2, DONATE2, and all L2 Interactive logos. Donate2, including its look and feel, color selections, layout, and arrangement, is the trade dress of L2 Interactive. You are prohibited from using L2 Interactive’s trademarks, service marks, and trade dress, or any colorable imitation thereof, to indicate the source of, sponsorship of, approval of, affiliation with, connection with, or association with your goods or services without the prior written consent of L2 Interactive.
  • Software and Services. As between Client and L2 Interactive, L2 Interactive retains all right, title, and interest in and to the Donate2 software and services. Nothing herein shall be construed to restrict, impair, encumber, alter, deprive, or adversely affect Donate2 or any of L2 Interactive’s rights or interests therein or any other L2 Interactive intellectual property, brands, information, content, processes, methodologies, products, goods, services, materials, or rights, tangible or intangible. All rights, title, and interest in and to Donate2 not expressly granted in this Agreement are reserved by L2 Interactive.
  • Feedback. Client may from time to time provide suggestions, comments, or other feedback to L2 Interactive with respect to Donate2 (“Feedback”). Feedback, even if designated as confidential by Client, shall not create any confidentiality obligation for L2 Interactive. Client shall, and hereby does, grant to L2 Interactive a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid-up license to use and exploit the Feedback for any purpose.
  • Client Information. Client hereby grants L2 Interactive a limited, worldwide, non-exclusive, non-transferable (except as set forth in Section 10.1) license, with right of sublicense, to access, use, reproduce, electronically distribute, transmit, perform, format, display, store, archive, index Client Information for the purpose of providing and developing Donate2 to Client and supporting Client’s use of Donate2. Subject only to the limited license expressly granted herein, Client and its Authorized Users shall retain all right, title and interest in and to, and all intellectual property rights in, the Client Information. Nothing in this Agreement will confer on L2 Interactive any right of ownership or interest in or to, or the intellectual property rights in the Client Information.
  • Client is solely responsible for the Client Information submitted to Donate2. L2 Interactive may use the Client Information to provide the Donate2 Service and Services, as provided herein and as provided in L2 Interactive’s privacy policy, which is incorporated herein, published here (the “Privacy Policy”) or as may be required by law.

7. Client Responsibilities.

Client Shall:
  • Be over eighteen (18) years old;
  • Be the company or organization that is represented upon entering a Plan for Donate2;
  • Raise and utilize any Donations received via Donate2 for lawful purposes only;
  • Be solely responsible for any and all Donations received via Donate2
  • Be responsible for their own compliance with this Agreement;
  • Use commercial reasonable efforts to prevent unauthorized access to use of Donate2, including keeping passwords and usernames confidential and not permitting any third party to access or use its user names, passwords, or Account for Donate2;
  • Be solely responsible and liable for all activity conducted through its Account in connection with Donate2;
  • Promptly notify L2 Interactive if Client becomes aware of or reasonably suspects any security breach, including any loss, theft, or unauthorized disclosure or use of Client’s username, password, or Account;
  • Use, or otherwise access in connection with Client’s use thereof, Donate2 only in accordance with applicable laws and government regulations; and
  • Comply in all respects with all applicable terms of the Third-Party Supported Platforms that it accesses or subscribes to.

8. Client Prohibitions.

Client shall not:
  • Make Donate2 available to any third-party;
  • Imply in anyway that Donate2 is affiliated with your company or business;
  • Suggest that Donate2 approves of your Form, Form link, or Donations request;
  • Sell, trade, or otherwise transfer Donate2 to another party;
  • Use Donate2 to store or transmit any Marketing Content that may be infringing, defamatory, threatening, harmful, or otherwise tortious or unlawful, including any content that may violate intellectual property, privacy, rights of publicity, or other laws, or send spam or other unsolicited messages in violation of applicable law, understanding that all Marketing Content will incorporate an artistic angle;
  • Upload to, or transmit from, Donate2 any data, file, software, or link that contains or redirects to a virus, Trojan horse, worm, or other harmful component;
  • Attempt to reverse engineer, de-compile, hack, disable, interfere with, disassemble, modify, copy, translate, or disrupt the features, functionality, integrity, or performance of Donate2 (including any mechanism used to restrict or control the functionality of Donate2), any third-party use of Donate2, or any third-party data contained therein (except to the extent such restrictions are prohibited by applicable law);
  • Utilizing L2 Interactive’s Structured Query Language (“SQL”) for any other purpose than in association with Donate2;
  • Attempt to gain unauthorized access to Donate2 or related systems or networks or to defeat, avoid, bypass, remove, deactivate, or otherwise circumvent any software protection or monitoring mechanisms of Donate2 or the Third-Party Supported Platforms;
  • Access Donate2 in order to build a similar or competitive product or service or copy any ideas, features, functions, or graphics of the software, services, or the Third-Party Supported Platforms; or
  • Authorize, permit, or encourage any third party to do any of the above.
Client agrees that L2 Interactive may, at its sole discretion, temporarily suspend or terminate Client’s access to Donate2 for a violation of the above prohibitions, for any abusive practices that degrade the performance of Donate2 for Client and/or other L2 Interactive Clients, or for any reason at all as determined by L2 Interactive.
If you think anyone using Donate2 is in violation this Agreement, please notify us immediately at hello@donate2.com.

9. Account, Plan, Fees, and Payment.

  • Account. Through an Account, Clients will be able to configure their integrations and create, update, archive and delete donation Forms. You may update, correct, or delete information about you at any time by logging into your Account.
  • Email and Text Notifications. When creating an Account and signing up for a Plan, you are agreeing to receive email and text notifications from L2 Interactive and other third-parties. These notifications from L2 Interactive contain an unsubscribe feature that allows you to “opt out” from future notifications. Please see www.donate2.com/privacy_policy Donate2’s Privacy Policy, which is incorporated in this Agreement by reference, regarding the collection and use of this and other information about you.
  • Pricing Schedule. The Donate2 website, www.donate2.com/pricing, provides a Pricing Schedule that articulates the available Donate2 Plans, as well as the pricing and features included in each Plan.
  • Plans. Donate2 features three different subscription Plans for Clients, which varies in pricing and deliverables depending upon the Client’s Plan (Low Volume, Mid Volume, High Volume). Plans can either be monthly or yearly subscriptions, as specified on the Pricing Schedule listed on the Donate2 website www.donate2.com/pricing. Clients are responsible for and able to move between Plans.
  • Fees. Client shall pay all Fees as and when described on the Donate2 Pricing Schedule. L2 Interactive reserves the right to increase Fees associated with Donate2 Plans at any time.
  • Payment. Payments toward Client’s Donate2 subscription Plan are processed through a third-party payment processor, Stripe. Depending upon what Plan a Client is signed up for, Client’s credit card will be automatically charged either monthly or yearly via Stripe on a recurring basis. Statements reflecting the amount owed by Client will be available as PDF downloads via Client’s Donate2 Account. It is the Client’s responsibility to ensure that all contact information (including email address), as well as credit card information on file with Stripe, is accurate to ensure that all Payments are received. By utilizing Stripe, Clients agree that they are also subject to Stripe Services Agreement found here.
  • Failed Payment. In the event your credit card payment method fails, you will be notified to update your credit card on file. If payment continues to fail, L2 Interactive reserves the right to suspend Client’s access to Donate2.
  • Taxes and Withholdings. Client is responsible for paying all taxes, assessments, charges, fees, and levies that may be levied or based upon Client’s Plan subscription to Donate2, and any interest, fines, and penalties with respect thereto, imposed by any governmental authority. If L2 Interactive has the legal obligation to pay or collect Taxes for which Client is responsible, the appropriate amount shall be invoiced to and paid by Client, unless Client provides L2 Interactive with a valid tax exemption certificate authorized by the appropriate taxing authority.
  • Third-Party Payment Processor. Payment for Donate2 Plans may be processed through third-party payment processor, Stripe. By utilizing Stripe, Clients agree that they may be subject to their Stripe Services Agreement found here.

10. Term and Termination.

  • Term of Agreement. This Agreement shall commence when Client creates an Account and enters a Plan (the “Effective Date”) and shall continue in effect until the Plan expires or Client cancels its Plan and/or Account (the “Term”).
  • Term of Plans. The Term of each Plan shall start on the Effective Date (when Client creates an Account and enters a Plan). Except as expressly stated otherwise, all Plans shall automatically renew for subsequent one-month or one-year renewal periods, unless Client cancels its Plan and/or its Account.
  • Termination. L2 Interactive reserves the right, without notice and in our sole discretion, to terminate your right to access or use Donate2. Clients may terminate this Agreement and/or its Plan by cancelling their Account. No refund shall be issued in the event of termination.
  • Effects of Termination. Upon termination of this Agreement for any reason, Client’s Plan will automatically terminate and: (i) Client will immediately cease all use of Donate2; (ii) Client will have no further access to its Client Account provided by L2 Interactive; and (iii) Client will pay L2 Interactive all unpaid Fees owing to L2 Interactive. In no event will termination relieve Client of its obligation to pay any amounts and Fees payable to L2 Interactive for the period prior to the date of termination and other obligations that survive termination of this Agreement.
  • Survival. Any provision of this Agreement that, either by its terms or to give effect to its meaning, must survive, and such other provisions that expressly or by their nature are intended to survive termination shall survive the expiration or termination of this Agreement.

11. Third-Party Supported Platforms.

Client’s use of Third-Party Supported Platforms and other third parties via third-party websites, platforms, or applications (collectively, the “Third-Party Services”) is governed solely by the terms and conditions of such Third-Party Services (and Client shall comply with all such terms and conditions), and any contract entered into, or any transaction completed via any Third-Party Services, is between Client and the relevant third party, and not L2 Interactive. L2 Interactive makes no representation and shall have no liability or obligation whatsoever in relation to the content or use of, correspondence or integration with, any such Third-Party Services or any contract entered into and any transactions completed by Client with any such third party. In the event the Client has any issues related to a Third-Party Service, they shall seek out such support from that Third-Party Services and not L2 Interactive. Further, Client acknowledges and agrees that, if Client integrates with a Third-Party Service, Client grants L2 Interactive permission to allow the provider of such Third-Party Service to access its Client Information solely to the extent required for the interoperation and integration of the Third-Party Service with Donate2 or as Client may otherwise authorize or direct.

12. Updates and Functionalities.

Client acknowledges that, from time to time, L2 Interactive may apply updates to Donate2 and that such updates may result in changes in the appearance and/or functionality of Donate2 (including the addition, modification, or removal of functionality, features, or content). Excluding the addition of wholly new products, L2 Interactive will provide, implement, configure, install, support, and maintain at its own cost any and all updates, upgrades, enhancements, improvements, releases, corrections, bug fixes, patches, and modifications to Donate2 (collectively, the “Updates”). Client acknowledges that Donate2 may interoperate with several Third-Party Supported Platforms, and that Donate2 is highly dependent on the availability of such Third-Party Supported Platforms. If at any time any Third-Party Supported Platforms cease to make their features or programs available to L2 Interactive on reasonable terms, L2 Interactive may cease to provide access to such features or programs to Client without entitling Client to refund, credit, or other compensation. In no way is L2 Interactive required to customize Donate2 for Client, and L2 Interactive does not represent or warrant that Donate2 will be compatible with Client’s systems.

13. Disclaimer of Warranties.

L2 INTERACTIVE DISCLAIMS ANY RESPONSIBILITY FOR ANY HARM OR LIABILITY ARISING OUT OF OR RELATED TO YOUR USE OF DONATE2. L2 INTERACTIVE PROVIDES DONATE2 AND THE SERVICES PROVIDED THROUGH DONATE2 ON AN AS-IS BASIS AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, COMPLETENESS, NON-INFRINGEMENT, OR QUALITY. SOME JURISDICTIONS DO NOT ALLOW AN EXCLUSION OF IMPLIED WARRANTIES. IF YOU ARE LOCATED IN SUCH A JURISDICTION, THIS EXCLUSION MAY NOT APPLY.
L2 INTERACTIVE WILL NOT BE HELD LIABLE OR RESPONSIBLE FOR ANY CONTENT POSTED ON DONATE2, INCLUDING BUT NOT LIMITED TO ANY ADVICE OR MARKETING PROVIDED BY ANY THIRD PARTY, ANY THIRD-PARTY LINKS POSTED ON DONATE2, OR ANY CONTENT TRANSMITTED THROUGH DONATE2. L2 INTERACTIVE IS A SERVICE PROVIDER AND DOES NOT ASSUME RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, ALTERATION, AND/OR DESTRUCTION OF IDENTITY. L2 INTERACTIVE RESERVES THE RIGHT TO DISCONTINUE DONATE2 AT ANY TIME.
L2 INTERACTIVE WILL NOT BE HELD LIABLE FOR NETWORK, INTERNET, COMPUTER, HARDWARE, OR SOFTWARE PROGRAM MALFUNCTIONS, FAILURE, DELAYS, OR DIFFICULTIES WITH DONATE2 AT ANY TIME.

14. Indemnification.

You agree to hold harmless, indemnify, and defend L2 Interactive, its officers, employees, agents, successors, and assigns, from and against any and all claims, demands, losses, damages, rights, and actions of any kind, including, but not limited to, property damage, infringement, personal injury, and death, that either directly or indirectly arise out of or are related to your use of Donate2, your use or provision of any services made through Donate2, your reliance upon advice provided through Donate2, your submission of User Generated Content to Donate2, your violation of any term or condition of this Agreement, your violation of any applicable law, statute, ordinance, regulation, or treaty, whether local, state, national, or international, or your violation of the rights of a third party.
Your obligation to defend L2 Interactive under the terms of this Agreement will not provide you with the right to control L2 Interactive’s defense, and L2 Interactive reserves the right to control its defense and choose its counsel regardless of your contractual requirement to indemnify L2 Interactive.

15. Limitation of Liability.

L2 INTERACTIVE WILL NOT BE LIABLE TO YOU UNDER ANY LEGAL THEORY FOR ANY DAMAGES, CLAIMS, INJURIES, JUDGMENTS, COSTS, OR LIABILITIES ARISING OUT OF OR RELATED TO YOUR USE OR MISUSE OF DONATE2, INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, LOSS OF INCOME, SPECIAL DAMAGES, INCIDENTAL DAMAGES, CONSEQUENTIAL DAMAGES, PUNITIVE DAMAGES, OR EXEMPLARY DAMAGES. YOU UNDERSTAND AND AGREE THAT THE MAXIMUM AMOUNT THAT L2 INTERACTIVE CAN BE HELD LIABLE TO YOU UNDER ANY CIRCUMSTANCE IS THE AMOUNT THAT YOU PAID, IF ANY, FOR SERVICES THROUGH DONATE2, AND IN NO CASE WILL THAT AMOUNT EXCEED $100. IF NO AMOUNT IS PAID BY YOU TO L2 INTERACTIVE, YOU AGREE THAT YOU WILL BE LIMITED TO INJUNCTIVE RELIEF ONLY UNLESS OTHERWISE PERMITTED BY LAW.
DONATE2 MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. L2 INTERACTIVE IS NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON DONATE2.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES. IF YOUR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES, YOU SHOULD SEEK LEGAL COUNSEL TO UNDERSTAND YOUR LEGAL RIGHTS UNDER THE LAW.

16. Governing Law, Jurisdiction and Venue.

This Agreement and each of the documents contemplated by or delivered under or in connection with this Agreement are governed exclusively by, and will be enforced, construed, and interpreted exclusively in accordance with, the laws applicable in the State of Illinois. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the federal and state courts located in Cook County, Illinois, as applicable, for any matter arising out of or relating to this Agreement, except that in actions seeking to enforce any order or any judgment of such federal or state courts located in Cook County, Illinois, such personal jurisdiction shall be nonexclusive.

17. Binding Arbitration.

It is the intention of the Parties to use their reasonable best efforts to informally resolve, where possible, any dispute, claim, demand or controversy arising out of the performance of this Agreement by mutual negotiation and cooperation, a period of which shall be no less than five (5) business days from first notice of any such dispute. In the event the Parties are unable to informally resolve any such dispute, including relating to this Agreement, the Parties agree to arbitrate any controversy, claim or dispute between them arising out of or in any way related to this Agreement and any disputes upon termination of the relationship, including claims for violation of any local, state or federal law, statute, regulation or ordinance or common law. The arbitration will be conducted in Cook County, Illinois, by a single neutral arbitrator and in accordance with the Judicial Arbitration and Mediation Services’ (“JAMS”) then current Employment Arbitration Rules & Procedures. Notwithstanding the provision in the preceding or subsequent paragraph with respect to applicable substantive law, the arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C., Secs. 1-16). The arbitrator shall have the power to enter any award that could be entered by a judge of the trial court of the State of Illinois, and only such power, and shall follow the law. In the event the arbitrator does not follow the law, the arbitrator will have exceeded the scope of his or her authority and the parties may, at their option, file a motion to vacate the award in court. The parties agree to abide by and perform any award rendered by the arbitrator. Judgment on the award may be entered in any court having jurisdiction thereof. The prevailing party shall be entitled to costs and attorneys’ fees.

18. No Assignment.

You acknowledge and agree that you are prohibited from assigning your rights and obligations under this Agreement. L2 Interactive may assign its rights and obligations under this Agreement at any time, including but not limited to in a sale of Donate2.

19. Force Majeure.

Except for payment obligations, neither Party shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond such Party’s reasonable control, including the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks; Internet failure; epidemics; pandemics; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes lock-outs or labor disruptions; and any laws, orders, rules, regulations, acts or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts.

20. Counterparts and Interpretation.

This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one single agreement between the Parties. Headings are for convenience only and are not to be considered in construing or interpreting this Agreement. This Agreement shall be construed and interpreted fairly, in accordance with the plain meaning of its terms, and there shall be no presumption or interference against the Party drafting this Agreement in construing or interpreting the provisions hereof.

21. Integration.

L2 Interactive hereby incorporates the Donate2 Privacy Policy (www.donate2.com/privacy-policy) and Pricing Schedule (www.donate2.com/pricing).

22. Amendment.

No amendment, supplement, restatement, or termination of any provision of this Agreement shall be valid unless it is in writing and signed by each Party to this Agreement at the time of the amendment, supplement, restatement, or termination.

23. Severability.

Each provision of this Agreement is severable. If any provision of this Agreement is or becomes illegal, invalid, or unenforceable in any jurisdiction, the illegality, invalidity, or unenforceability of that provision will not affect the legality, validity, or enforceability of the remaining provisions of this Agreement or of that provision in any other jurisdiction.

24. Waivers.

No waiver of any provision of this Agreement is binding unless it is in writing and signed by all Parties to this Agreement, except that any provision that does not give rights or benefits to particular Parties may be waived in writing, signed only by those Parties who have rights under, or hold the benefit of, the provision being waived if those Parties promptly send a copy of the executed waiver to all other Parties. No failure to exercise, and no delay in exercising, any right or remedy under this Agreement will be deemed to be a waiver of that right or remedy. No waiver of any breach of any provision of this Agreement will be deemed to be a waiver of any subsequent breach of that provision or of any similar provision.

25. Entire Agreement.

The terms of this Agreement, together with any and all other terms incorporated by reference, including, without limitation, L2 Interactive’s Donate2 Privacy Policy, constitute the entire agreement between the Parties with respect to the subject matter thereof and supersede any prior or inconsistent agreements, negotiations, representations, and promises, written or oral, with respect to the subject matter and is binding upon the Parties and their permitted successors and assigns. In the event of any conflict between this Agreement and the terms of another agreement, the provisions of this Agreement shall prevail.

26. Non-Exclusivity.

Client acknowledges that the rights granted to it under this Agreement are non-exclusive and that nothing in this Agreement will be interpreted or construed to prohibit or in any way restrict L2 Interactive’s right to license, sell, or otherwise make available Donate2 to any third party or perform any services for any third party.

27. Publicity.

Client agrees that, pursuant to Client’s prior permission and authorization, L2 Interactive may ask to use Client’s name and logo and may ask to disclose that Client is a Client of Donate2 in L2 Interactive advertising, press, promotion, and similar public disclosures, including at trade shows and similar events. In the event that Client provides permission to L2 Interactive’s use of Client’s name and logo, Client hereby grants L2 Interactive a non-exclusive license during the Term to list Client’s name and display Client’s logo as a L2 Interactive Client on L2 Interactive’s Donate2 website. Prior to using Client’s name and/or logo for any of the above purposes, L2 Interactive will allow Client to review the proposed use prior to it being publicized.

28. Notices.

For purposes of service messages or notices about the Donate2, L2 Interactive may place a banner notice across Donate2, or website to alert Client. Alternatively, notice may consist of an email from L2 Interactive to an email address associated with a Client's Account, even if L2 Interactive has other contact information. For communication about Client’s Account and services associated with Donate2, L2 Interactive may contact Client through its Client Account or through other means including email, mobile number, telephone, or delivery services such as the postal service. Client acknowledges and agrees that L2 Interactive shall have no liability associated with or arising from Client’s failure to maintain accurate contact or other information, including, but not limited to, Client’s failure to receive critical information about Donate2.
Notices to L2 Interactive must be delivered by email to hello@donate2.com with a duplicate copy sent via registered mail to the following address:
L2 Interactive
Attention: Legal
792 West Bartlett Rd.
Bartlett, Illinois 60103