By purchasing or using the Charity Change software application or accompanying documentation, you agree to the following terms and conditions.
You agree that you legally represent a charity, school, social, religious, civic or nonprofit organization, and are hereby granted non-transferable and non-sublicenseable, nonexclusive, world-wide, royalty free copyright license to use, publicly display, publicly perform and distribute in source code and object code form the Charity Change App to an online retailer for the sole purpose of collecting donation from their customers. Except for the this license agreement, you are granted no other rights or licenses, by implication, or estoppel, or otherwise, under any patents or other intellectual property rights.
The Charity Change Applications contained herein are provided with Replacement Copy on the basis of bugs or nonfunctioning and to the maximum extent permitted by applicable law, this material is provided Without Refunds, and the authors and developers of this material and hereby disclaim all other warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any other) implied warranties, duties or conditions of merchantability, of fitness for a particular purpose, of accuracy or completeness of responses, of results, of workmanlike effort, of lack of viruses, and of lack of negligence. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT WITH REGARD TO THIS MATERIAL.
Limitation of Liability:
IN NO EVENT WILL ANY AUTHOR, DEVELOPER, LICENSOR, ONLINE RETAILER OR DISTRIBUTOR OF THIS MATERIAL BE LIABLE TO ANY OTHER PARTY FOR THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, LOSS OF USE, LOSS OF DATA, OR ANY INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT, PUNITIVE, OR SPECIAL DAMAGES WHETHER UNDER CONTRACT, TORT, WARRANTY, OR OTHERWISE, ARISING IN ANY WAY OUT OF THIS OR ANY OTHER AGREEMENT RELATING TO THIS MATERIAL, WHETHER OR NOT SUCH PARTY HAD ADVANCE NOTICE OF THE POSSIBILITY OF SUCH DAMAGES.
If you choose to distribute the Charity Change Applications or any derivative works thereof in a commercial product, you must defend and indemnify all authors, developers, licensors, and distributors (the "Indemnified Parties") of the Charity Change Applications against any losses, damages and costs arising from claims, lawsuits and other legal actions (excluding actions based on intellectual property infringement claims) brought by a third party against the Indemnified Parties to the extent caused by your acts or omissions in connection with your distribution. Your distribution can not be as a commercial product, the license under which you redistribute the Charity Change Applications or any derivative works thereof must:effectively exclude on behalf of all authors, developers, licensors, retailers, and distributors all liability for damages, including direct, indirect, special, punitive, incidental and consequential damages, such as lost profits; state that any provisions which differ from this license are offered by you alone and not by any other party; and
1. Effectively disclaim on behalf of all authors, developers, retailers, licensors, and distributors all warranties and conditions, express and implied, including warranties or conditions of title and non-infringement, and implied warranties or conditions of merchantability and fitness for a particular purpose;
2. Require that the license under which any subsequent distribution of the Charity Change Applications or derivative works thereof is made to satisfy the terms of this section.
Use of Charity Change App Name: Charity Change App rules, if any, regarding the use of its name and your ability to make claims regarding Charity Change App or your use of the Charity Change Applications can be found at http://www.CharityChangeApp.com As a condition to your license, you agree to abide by all such rules.
No other rights are granted by implication, estoppel or otherwise.
If any provision of this Agreement is invalid or unenforceable under applicable law, it shall not affect the validity or enforceability of the remainder of the terms of this Agreement, and without further action by the parties hereto, such provision shall be reformed to the minimum extent necessary to make such provision valid and enforceable.
Your rights under this Agreement shall terminate if you fail to comply with any of the material terms or conditions of this Agreement and do not cure such failure in a reasonable period of time after becoming aware of such noncompliance. If all your rights under this Agreement terminate, you agree to cease use of the Charity Change Applications and any derivative works thereof immediately.
You agree to a (1) one year licensing agreement and agree purchase new licensing agreements annual for each Charity Change App that you purchase. All renewal licensing agreements will require an activation code.
You agree to accept 97% of each donation made by Online e-Retailer’s Shoppers to your organization. You further agree to provide 3% of the revenue from each donation directly to Charity Change App electronically via their Paypal.com account email@example.com.
This Agreement is governed by the laws of the State of Ohio and the intellectual property laws of the United States of America. No party to this Agreement will bring a legal action under this Agreement more than one year after the cause of action arose. Each party waives its rights to a jury trial in any resulting litigation.