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Terms of Use

By completing your registration you agree to our Terms and Privacy

This User Agreement / Terms of Use (the “Agreement” or Terms”) is a contract between you (“you”, “your”, “donor”, or “user”) and NextGen Climate Action Committee (“NextGen”, the “Organization”, “we”, “us”, or “our”), and applies to use of the NextGen mobile application, website, and all related products and services (collectively, the “NextGen Services”).

You may use the NextGen Services only if you can form a binding contract with us and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. If you are accepting these terms on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. If you cannot confirm the foregoing, then you must not accept these terms of use and may not use the site, the application or services. You may use the services only in compliance with these terms of use and all applicable laws and regulations.

We may amend or modify this Agreement at any time by posting via the NextGen Services or e-mail to you, and the revised Agreement shall be effective at such time. We may modify or discontinue any portion of the NextGen Services, and/or suspend or terminate your access to the NextGen Services at any time without notice to you. You automatically agree to the terms of affiliated third parties including Stripe, Plaid, and Bstow, Inc. You agree that we shall not be liable to you or any third party for any modification or termination of the NextGen Services, and/or suspension or termination of your access to the NextGen Services.

DEFINITIONS

  • “Donor” or “End User” means any person who ultimately uses or is intended to ultimately use the NextGen Platform.

  • “Organization” or “Donee” means any beneficiary organization listed on the NextGen Services to which donors can make financial contributions.

  • “Campaign” means a coordinated project, funding effort or activity for the purpose of generating awareness and support.

  • “Donation”, “Transaction”, “Financial Contribution”, or “Contribution” means any action which results in a financial contribution being made to a selected organization by a donor.

  • “Content” means the end products of consulting, coordinating and creative services including concepting, design, copywriting and rich media. All products of these services, also referred to as Content; including assets, files, presentations, renderings and intellectual property originated by NextGen is the property of the organization.

  • “Stripe” means Stripe, a provider of payment processing services.

  • “Plaid” means Plaid Technologies, Inc., a provider of bank account authentication, identity validation, and payment detail and account balance capture services which support ACH transfers.

  • “Spare Change”, “Round Up” or “Round Ups” means the amount of money donated based on the difference between an organic merchant credit or debit card charge and a full dollar amount of credit card or debit card charge selected by the Donor. For example, where the merchant’s credit or debit card charge for an item is $23.25, the Donor has directed the Service to round up to the nearest five dollars and donate the difference, the Round-Up is $1.75. Another example is where the merchant’s credit or debit card for an item is $11.22, the Donor has directed the Service to round up to the nearest dollar and donate the difference, the Round Up is $0.88.

  • “Platform” means a technology or online service domain including but not limited to mobile and web applications, websites, and all related products and/or services

  • “IRS” means Internal Revenue Service

Eligibility

You must be at least 18 years of age to use the NextGen Service and be the account holder of, and authorized to use and provide us with access to, the credit cards, bank accounts and other accounts that you provide when you register with the NextGen Service. If you sign up for the NextGen Service, you represent and warrant that you meet the foregoing eligibility requirements.

The NextGen Service

The NextGen Service enables you to track Round Ups (as defined below) from certain transactions you make and to make contributions (“Contributions”) to support certain candidates, organizations, and/or races (“Campaigns”) in an amount equal to such “Round Ups”. “Round Ups” are the differential between a final (after tax, etc.) transaction price and the next whole dollar amount. You may select a candidate, campaign, organization or race to receive your Contributions from the listings that are made available to you through the NextGen Service. The Campaigns/Organizations to which we allow contributions are subject to change at any time without notice, and we reserve the right to stop or disallow Contributions to any campaign at any time and for any reason in our sole discretion with or without notice, including if they no longer meet our criteria.

Each time your RoundUps reach a 5 dollar trigger point (the “Trigger Amount”), a Contribution in the amount of the Trigger Amount will automatically be charged to the credit card or debited (via an ACH transaction) from the checking account you have designated in your account and sent to your selected campaign, minus transactions fees (as described below). This will continue until you cancel or pause your Contribution, which you can do at any time through the Settings page of the Site or App, or until your account is terminated or the NextGen Service is discontinued. The credit card charges and ACH transactions are processed via a third-party payment gateway operated outside of the NextGen Service. NextGen will provide you with a record of your Contributions on a monthly basis. If the NextGen Service no longer supports contributions to your Campaign before you reach a Trigger Amount, NextGen may, at its sole option: (1) calculate the amount of the RoundUps calculated prior to the date that the Campaign is no longer supported and process a Contribution in that amount; (2) allow you to continue tracking RoundUps for such Campaign until you reach the Trigger Amount and make the donation to that candidate at that time; or (3) inform you that the Campaign is no longer eligible to receive Contributions and that no Contributions will be made to that Campaign. NextGen reserves the right to refuse to process Contributions to a Campaign at any time and for any reason.

Your Consent To Use Electronic Signatures And Communications

To the extent permitted by applicable law, you consent to use electronic signatures and to electronically receive all records, notices, statements, communications, and other items for all services provided to you under these Terms and in connection with your relationship with us (collectively, “Communications”) that we may otherwise be required to send or provide you in paper form (e.g., by mail). By accepting and agreeing to these Terms electronically, you represent that: (1) you have read and understand this consent to use electronic signatures and to receive Communications electronically; (2) you satisfy the minimum hardware and software requirements specified below; and (3) your consent will remain in effect until you withdraw your consent as specified below.

Your Right to Withdraw Your Consent

Your consent to receive Communications electronically will remain in effect until you withdraw it. You may withdraw your consent to receive further Communications electronically at any time by contacting us at support@nextgenamerica.org. If you withdraw your consent to receive Communications electronically, we may close your NextGen account, and you will no longer be able to use your NextGen account or the NextGen Services, except as expressly provided in these Terms. Any withdrawal of your consent to receive Communications electronically will be effective only after we have a reasonable period of time to process your withdrawal. Please note that withdrawal of your consent to receive Communications electronically will not apply to Communications electronically provided by us to you before the withdrawal of your consent becomes effective.

You Must Keep Your Contact Information Current With Us

In order to ensure that we are able to provide Communications to you electronically, you must notify us of any change in your email address by updating your profile on the Website or the Application.

Copies of Communications

You should print and save and/or electronically store a copy of all Communications that we send to you electronically.

Hardware and Software Requirements

In order to access and retain Communications provided to you electronically, you must have: (1) a valid email address; (2) a computer or other mobile device (such as tablet or smart phone) that operates on a platform like Windows or iOS; (3) a connection to the Internet; (4) a Current Version of Internet Explorer 8 (or higher), Mozilla Firefox 7.0, Safari 5, or Chrome 15; (5) a Current Version of a program that accurately reads and displays PDF files, such as Adobe Acrobat Reader version 7 or higher; (6) a computer or device and an operating system capable of supporting all of the above; and (7) a printer to print out and save Communications in paper form or electronic storage to retain Communications in an electronic form. “Current Version” means a version of the software that is currently being supported by its publisher.

Changes

We reserve the right, in our sole discretion, to communicate with you in paper form. In addition, we reserve the right, in our sole discretion, to discontinue the provision of electronic Communications or to terminate or change the terms and conditions on which we provide electronic Communications. Except as otherwise required by applicable law, we will notify you of any such termination or change by updating these Terms on the Site and the App on or delivering notice of such termination or change electronically.

Credit Card and ACH Transaction Authorization

By agreeing to these Terms, you authorize NextGen and/or its service providers to charge your designated credit card or electronically debit your designated bank account (via an ACH transaction) in the amount of the Trigger Amount whenever such Trigger Amount is reached (and, if applicable, to correct erroneous charges or debits) until you cancel or pause your Contribution or until your account is terminated or the NextGen Service is discontinued. You acknowledge that the frequency of the foregoing charges and debits may vary depending on the volume and size of your transactions, and you waive your right to receive prior notice of the amount and date of each debit.

You acknowledge that the electronic authorization contained in this Section represents your written authorization for ACH transactions and credit card charges as provided herein and will remain in full force and effect until you revoke this authorization, which you may do at any time by emailing us at support@nextgenamerica.org or through the Settings page. Upon such revocation, all Contributions will automatically be paused unless and until you authorize a new payment method.

In addition to any of your other representations and warranties in these Terms, you represent that: (a) your browser is equipped with at least 128-bit security encryption; (b) you are capable of printing, storing, or otherwise saving a copy of this electronic authorization for your records; and (c) the ACH transactions you hereby authorize comply with applicable law.

Information Verification and Power of Attorney

As necessary for our compliance purposes or to provide the NextGen Service to you, you hereby authorize us to, directly or through a third-party, obtain, verify, and record information and documentation that helps us verify your identity and bank account information. When you register for the NextGen Service and from time to time thereafter, we may require you to provide and/or confirm information and documentation that will allow us to identify you, such as: 1) A copy of your government-issued photo ID, such as a passport or driver’s license; 2) A copy of a utility bill, bank statement, affidavit, or other bill, dated within three months of our request, with your name and U.S. street address on it; and 3) Such other information and documentation that we may require from time to time.

By using the NextGen Service and providing information to us, you automatically authorize us to obtain, directly or indirectly through our third-party service providers and without any time limit or the requirement to pay any fees, information about you and your bank account from the financial institution holding your bank account and other third-party websites and databases as necessary to provide the NextGen Service to you.

For purposes of such authorization, and as otherwise may be necessary to provide the NextGen Service, you hereby grant NextGen and our third-party service providers a limited power of attorney, and you hereby appoint NextGen and our third-party service providers as your true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for you and in your name, place, and stead, in any and all capacities, to access third-party websites, servers, and documents; retrieve information; process credit card and ACH transactions, and use your information as described in these Terms, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN NEXTGEN OR OUR THIRD-PARTY SERVICE PROVIDERS ACCESS AND RETRIEVE INFORMATION FROM SUCH THIRD-PARTY WEBSITES, NEXTGEN AND OUR THIRD-PARTY SERVICE PROVIDERS ARE ACTING AS YOUR AGENT, AND NOT THE AGENT OR ON BEHALF OF SUCH THIRD PARTY. You agree that other third parties shall be entitled to rely on the foregoing authorization, agency, and power of attorney granted by you. You understand and agree that the NextGen Service is not endorsed or sponsored by any third-party account providers accessible through the NextGen Service.

Copyright and Limited License

Unless otherwise indicated, the Site, the App, and all content and other materials contained in the NextGen Service, including, without limitation, the NextGen logo, and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the "Service Materials") are the proprietary property of NextGen, its licensors or users, or other third parties, and are protected by U.S. and international copyright laws.

You are granted a limited, non-sublicensable license to access and use the NextGen Service for your informational, non-commercial, and personal use only Such license is subject to these Terms and does not include: (a) any resale or commercial use; (b) the distribution, public performance or public display of the Site, the App, or any Service Materials; (c) modifying or otherwise making any derivative uses of the Site, the App, the Service Materials, or any portion thereof; (d) use of any data mining, robots or similar data gathering or extraction methods; or (e) any use of the Site, the App, the Service Materials, or the NextGen Service other than for its intended purpose. Any use other than as specifically authorized herein, without the prior written permission of NextGen, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.

Trademarks

NextGen, the NextGen logo and any other NextGen product or service name or slogan contained in the NextGen Service are trademarks of NextGen, and may not be copied, imitated or used, in whole or in part, without the prior written permission of NextGen. You may not use any metatags or any other "hidden text" utilizing "NextGen" or any other name, trademark or product or service name of NextGen without our prior written permission. In addition, the look and feel of the NextGen Service, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of NextGen and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the NextGen Service are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.

Hyperlinks

You are granted a limited, non-exclusive right to create a text hyperlink to the NextGen Service for noncommercial purposes, provided such link does not portray NextGen or the NextGen Service in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a NextGen logo or other proprietary graphic of NextGen to link to the NextGen Service without the express written permission of NextGen. Further, you may not use, frame or utilize framing techniques to enclose any NextGen trademark, logo or other proprietary information without NextGen's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of NextGen or any third party.

Third Party Content

NextGen may make third party information and other content available on or through the NextGen Service, including information on Campaigns/Organizations that you may wish to contribute to, and may provide links to Web pages and content of third parties (collectively the "Third Party Content") as a service to those interested in this information. NextGen does not control, endorse or adopt any Third Party Content and makes no representation or warranties of any kind regarding the Third Party Content, including without limitation regarding its accuracy, quality, or completeness. You acknowledge and agree that NextGen is not responsible or liable in any manner for any Third Party Content and undertakes no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk.

Submissions

You acknowledge and agree that any materials, including but not limited to questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information, regarding the Site, the App, NextGen, or the NextGen Service that are provided by you in the form of email or other submissions to NextGen (“Submissions”), are non-confidential and shall become the sole property of NextGen. NextGen shall own exclusive rights, including all intellectual property rights, in and to any Submissions and shall be entitled to the unrestricted use and dissemination of any Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

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Registration Data; Account Security

In consideration of your use of the NextGen Service, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms ("Registration Data"); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to NextGen, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information you provide to NextGen.

Disclaimer

EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY NEXTGEN, THE NEXTGEN SERVICE, INCLUDING THE SITE, THE APP, AND ANY SERVICE MATERIALS CONTAINED THEREIN, ARE PROVIDED ON AN "AS IS," “AS AVAILABLE,” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEXTGEN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE NEXTGEN SERVICE, INCLUDING THE INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN. NEXTGEN DOES NOT MAKE ANY REPRESENTATIONS OF ANY KIND WITH RESPECT TO ANY CAMPAIGNS TO WHICH YOU CAN DONATE IN CONNECTION WITH THE NEXTGEN SERVICE, OR THAT ANY SERVICE MATERIALS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. NEXTGEN DOES NOT REPRESENT OR WARRANT THAT THE APP, THE SITE, OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NextGen reserves the right to change any and all content contained in the NextGen Service and to modify, suspend or discontinue the NextGen Service or any portion, feature or functionality thereof at any time without notice and without obligation or liability to you. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by NextGen.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL NEXTGEN, ITS DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SITE, THE APP, THE SERVICE MATERIALS, OR ANY OTHER ASPECT OF THE NEXTGEN SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM NEXTGEN, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS ; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF NEXTGEN, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE NEXTGEN SERVICE OR TO THESE TERMS EXCEED THE NEXTGEN FEES YOU PAY TO NEXTGEN.

Termination

Notwithstanding any of these Terms, NextGen reserves the right, without notice and in its sole discretion, to terminate your license to use the NextGen Service, and to block or prevent future your access to and use of the NextGen Service.

Severability

If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

Dispute Resolution; Binding Arbitration

Please read the following section carefully because it requires you to waive your right to a jury trial and arbitrate certain disputes and claims with NextGen and limits the manner in which you can seek relief from us. No class or representative actions or arbitrations are allowed under this agreement.

Except for small claims disputes in which you or NextGen seek to bring an individual action in small claims court located in the county of your billing address or disputes in which you or NextGen seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and NextGen waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or the NextGen Service resolved in court. Instead, for any dispute that you have against NextGen, you agree to first contact NextGen and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to NextGen by email at support@nextgenamerica.org. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and NextGen cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may, as appropriate in accordance with this section, submit the dispute to binding arbitration administered by JAMS or, where applicable, in court. All submitted disputes will be resolved through confidential binding arbitration held in California or may be conducted telephonically or via video conference for disputes alleging damages less than $5,000 in accordance with the Streamlined Arbitration Rules and Procedures ("Rules") of the Judicial Arbitration and Mediation Services ("JAMS"), which are available on the JAMS website and hereby incorporated by reference. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.

You and NextGen agree that any dispute arising out of or related to these Terms or the NextGen Service is personal to you and NextGen and that any dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. You and NextGen agree that these Terms affect interstate commerce and that the enforceability of this Section 15 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. The arbitrators, NextGen, and you will maintain the confidentiality of any proceedings, including but not limited to, any and all information gathered, prepared, and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrators will have the authority to make appropriate rulings to safeguard that confidentiality, unless the law provides to the contrary. You and NextGen agree that for any arbitration you initiate, you will pay the filing fee and NextGen will pay the remaining JAMS fees and costs. For any arbitration initiated by NextGen, GroundUp will pay all JAMS fees and costs. You and NextGen agree that the state or federal courts of the State of California and the United States sitting in California have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

Any claim arising out of or related to these Terms or the NextGen Service must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred, which means that you and NextGen will not have the right to assert the claim. You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 15 by emailing an opt out notice to NextGen at support@nextgenamerica.org. In order to be effective, the opt out notice must include your full name, address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 16. If any portion of this arbitration section is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from these Terms; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the arbitration section or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the arbitration section; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this arbitration section is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this section will be enforceable.

Permitted Uses by Campaign/Organization Administrators

Any User who creates an account and receives financial contributions through the NextGen Services is subject to the following specific terms.

By enrolling your Campaign/Organization and raising funds through the NextGen Services, you, as an Campaign/Organization administrator, represent and warrant that: (i) you are an authorized representative of the Campaign/Organization with the authority to solicit Contributions for the Campaign/Organization and are not impersonating any entity or otherwise misrepresenting your affiliation with an entity; (ii) any contributions collected through NextGen Services will be used solely as described or implied in the materials or information you post or otherwise provide through NextGen Services; (iii) all information you provide through NextGen Services is complete, accurate, and is not designed to mislead, defraud, or deceive any user; (iv) you will comply with all applicable laws and regulations when you use the NextGen Services and solicit funds through NextGen Services.

Agreement with Respect to Terms of Use

These Terms of Use constitute a legally binding agreement between the NextGen and you. You are responsible for regularly reviewing these Terms of Use. You can review the most current version of the Terms of Use at any time on the app.nextgenamerica.org website. Additional terms, including without limitation those set forth in the Agreements, may govern your use of certain Web pages within the Site or sections within the Application. In the event that any provision, term or guideline contained on a particular Web page in the Site or section of the Application conflicts with these Terms of Use, the terms of such Web page or section shall control over these Terms of Use. You acknowledge that you have read these Terms of Use, and accept, understand and will be bound by such terms and conditions. You further acknowledge that these Terms and Conditions, together with the Privacy Policy and terms governing any individual Web page or Application feature, represent the complete and exclusive statement of the agreement between us and supersede any proposal or prior agreement oral or written, and any other communications between us relating to your access or use of the Site, the Application and/or Services.

Registration

Certain features or services offered on or through the Platform may require you to open an account and set up a profile, providing certain personally-identifiable information, including but not limited to your name, your social security number or other tax identification number, your address, your email address, your phone number, information about your activity preferences (collectively, your “Client information”), and personal credit card, debit card, and bank account information (collectively, your “Payment information”). We reserve the right to restrict certain areas of information on the Site and Application to such registered users. You agree that you will maintain and promptly update your Client Information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect such, we reserve the right to terminate your account and refuse any and all current or future use of the Site and/or the Application by you. We are committed to your privacy, and our privacy policy (the “Privacy Policy”), the terms of which are incorporated herein, explains the policies put in place and used by us to protect your Client Information and your privacy as you visit and use the Site and/or Application and use our Services. You are solely responsible for maintaining the confidentiality of your member name and password. You are solely responsible for any activity that takes place on your account, and you agree to notify us immediately if you suspect or know of any unauthorized use of your member name, password, or account. NextGen will not be responsible for any losses arising out of the unauthorized use of your account and you agree to indemnify and hold harmless the Company and its managing members, officers, equity holders, employees, partners, parents, subsidiaries, agents, affiliates, and licensors (collectively, “Affiliates”), as applicable, for any improper, unauthorized or illegal uses of your account and as otherwise set forth in these Terms of Use.

Processing Fee

You expressly authorize NextGen to collect a processing fee for carrying out its services, defined as a 0% processing fee on Contributions made via the Platform to Organizations that have supplied authorized direct deposit information. If an Organization has not supplied direct deposit information, NextGen will collect a 0% processing fee to carry out the work of administering your donation. Fees are subject to change.

Power of Attorney

For as long as you are using the NextGen Services, you give to NextGen (“Attorney-in-Fact”) a limited power of attorney and appoint NextGen as your true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for you and in your name, place and stead, in any and all capacities, to (a) use any credit cards in your name which you have provided to NextGen and which you have selected to be used by the NextGen Services, Site and/or Application; (b) make deposits and withdrawals from any banking, savings, or brokerage accounts in your name including certificates of deposit, which you have provided to NextGen and which you have selected to be used by the NextGen Services, Site and/or Application; (c) allow NextGen’s employees or independent contractors to review the information you have provided to NextGen for its assistance in legal, tax, bookkeeping, financial, and housekeeping matters; and (d) make Contributions on your behalf using processes deemed most appropriate by NextGen, including but not limited to escrowing of funds meant for contribution and use of disbursement companies and payment gateways to deliver funds in a timely fashion, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the NextGen Service, as fully to all intents and purposes as you might or could do in person. Once NextGen has actual knowledge that you wish to cease using the NextGen Service as provided in this Agreement or as otherwise permitted in this Agreement and has a reasonable opportunity to act on such knowledge, this limited power of attorney is automatically revoked; provided, however, that any act done by NextGen in good faith before it has actual knowledge of termination by you shall be deemed to be authorized by you. To notify NextGen that you wish to discontinue using the NextGen Service, you may send us an email as provided in this Agreement.

This limited power of attorney is given in compliance with the requirements of 12 Del. C. $ 49A-101 et.seq.. This limited power of attorney is given primarily for a business or commercial purpose and is given to facilitate a specified transfer or disposition of one or more assets, whether real, personal, tangible or intangible in accordance with 12 Del. C. $ 49A-103(a)(1) and (7).

You hereby revoke all prior Powers of Attorney that you may have previously executed to the extent that they contradict or nullify powers granted in this agreement (except for those for health care matters) and you retain the right to amend or revoke this Power of Attorney and to substitute other attorneys in place of the Attorney-in-Fact appointed herein by closing your account with NextGen and deleting the Application from your mobile device.

The authority of your Attorney-In-Fact shall terminate if you become disabled or incapacitated once you or your personal representative, as applicable, provides actual notice to NextGen that this Power of Attorney is to be terminated. Notwithstanding the above, any act done by NextGen in good faith before it has actual knowledge of your death or incapacity shall be deemed to be authorized by you.

This Power of Attorney shall be construed in accordance with the laws of the State of California. The powers granted to the Attorney-in-Fact shall stay in effect for either the principal’s entire life or until revoked by the principal (whichever occurs first).

This Power of Attorney is effective immediately upon registration with the NextGen Services, Site and/or Application. By using the NextGen Services, Site and/or Application, you agree to all terms and that you have entered into this agreement with appropriate number of witnesses according to laws of the state in which you reside and/or use the NextGen Services, Site and/or Application.

YOU ACKNOWLEDGE AND AGREE THAT WHEN NEXTGEN IS ACCESSING AND RETRIEVING INFORMATION FROM THE NEXTGEN SERVICES, SITE, AND/OR APP, NEXTGEN IS ACTING AS YOUR AGENT. YOU FURTHER ACKNOWLEDGE AND AGREE THAT WHEN NEXTGEN MAKES WITHDRAWALS OR DEPOSITS FROM ANY BANKING ACCOUNT, SAVINGS ACCOUNT, BROKERAGE ACCOUNT, CREDIT CARD, DEBIT CARD OR OTHER SIMILAR ACCOUNT WHICH YOU HAVE PROVIDED TO NEXTGEN, NEXTGEN IS ACTING AS YOUR AGENT. YOU AGREE THAT NEXTGEN, ITS AFFILIATES AND PARTNERS SHALL BE ENTITLED TO RELY UPON THE FOREGOING AUTHORIZATION, AGENCY AND POWER OF ATTORNEY GRANTED BY YOU.

Content and Materials

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 Application (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 Application are owned by the Company 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 these Terms of Use, no part of the Site, the Application 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, the Application and Services pursuant to these Terms of Use, we retain all right, title, and interest in and to the Site, the Application 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 the 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-aid, exclusive, transferable, and 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 these Terms of Use. 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.

NextGen retains all rights and ownership of its Content for use. Campaigns/Organizations may have a worldwide license to Content on NextGen’s Platform and promotional material, so long as the Campaign/Organization is using it for the purpose of processing transactions through NextGen’s Platform and not another Platform or website. Any Campaigns/Organizations’ use or promotion of NextGen’s Content that expressly directs the public toward any other third party payments processor (including the Organization’s own website) is in direct violation of this Agreement.

Copyright Policy

We respect the intellectual property of others and ask that users of our Site, Application and Services do the same. In connection with our Site, Application and Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing Materials and for the termination, in appropriate circumstances, of users of our Site, Application 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, Application 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, in good faith, believe 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 copyrighted owner. Please note that, pursuant to 17 U.S.C. $ 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects to 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 copyright@nextgenamerica.org

Links to Other Sites

The Site, Application and NextGen Services contain links to other independent third-party websites, and we provide links to third-party websites as part of the NextGen Services (in all cases “Linked Sites”). 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. Some of the content served by us will be from merchant sites, and sales through these sites may generate a commission payable to us.

Permitted Uses

Subject to the provisions in these Terms of Use, you may use the Site and Application for non-commercial purposes to: (i) learn about the NextGen Services; (ii) learn about Campaigns/Organizations and (iii) enter into the Agreement; (iv) open an account to participate in the NextGen Services by tracking contributions (v) select an Campaign/Organization to receive a contribution or receive aggregate Round Ups each month; (vi) transfer money to a selected Campaign/Organization or selected Campaign/Organization on a recurring basis; (vii) use a third-party disbursement company to make a best-effort attempt to distribute contributions to your Campaign/Organization; (viii) access statements and confirmations regarding transactions in connection with disbursement to your selected Campaign/Organization(s); (ix) access and print or download copies of the current version of these Terms of Use, the Agreements, and other documentation relating to the NextGen Services; and (x) make such other use of the NextGen Services, Site and Application as we may expressly permit from time to time in furtherance of the objectives and growth of the NextGen Services. Subject to these Terms of Use, we hereby grant you a personal, nontransferable, nonexclusive, non-sublicensable license to use the user interface of the Site, the Application and their respective Content and Services in accordance with these Terms of Use, and for no other purpose. All rights, title and interest in to the user interface and Content, including any software, on or through the Site and Application shall belong to us or our Licensors and Suppliers, including all modifications thereof and enhancements thereto. The Content and user interface made available from, on or through the Site or Application may not be copied, modified, republished, assigned, sold or distributed to you, nor may derivative works be prepared therefrom. The license granted to you pursuant to these Terms of Use is solely for your personal use (but not for resale or redistribution) as a user of the NextGen Services, Site or Application and may not be used for any other purposes. You shall not reverse engineer, decompile, or otherwise translate, in any way, the Content and user interface made available from, on or through the Site or Application. You have no right or claim of right to the Content or any unique ideas found on the NextGen Services, Site or Application. No ownership rights are granted to you hereunder and no title is transferred hereby.

NextGen Donor Services

NextGen authorizes its users to use our interactive platform to search, research, explore, and discover Campaigns/Organizations, to track and access your historical contributions (including one-time, recurring, and Round Up donations) made to selected Campaigns/Organizations, and to make financial contributions (via our third party payment gateway outside of the Application) to Campaigns/Organizations listed on the NextGen Platform. Commercially reasonable best efforts will be made to send your contributions to the Campaigns/Organizations you specify within the NextGen Platform.

We are always working on new ways to improve our Services. We reserve the right to modify or change our Site, the Application 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, the Application 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, the Application or any Services.

Prohibited Uses

You may not use the NextGen Site, Application or Services for any illegal or unlawful or malicious activities, or for activities that we deem improper for any reason whatsoever in our sole judgment, including, without limitation, the laundering of proceeds of any unlawful activity, the financing of terrorism, the commission of fraud or market manipulation, the harassing or making of disparaging comments to any user of the NextGen Services, Site or Application. We reserve the right to take preventive or corrective actions to protect ourselves and our users. We reserve the right to disallow Contributions to Campaign/Organization if we determine the legality of their operations is in question or if they will not accept contributions through the NextGen Services. Your use of the Site, the Application and NextGen Services is conditioned in part on your compliance with the rules of conduct provided herein, and your failure to comply may result in termination of your access to and use of the Site, the Application and NextGen Services and liability for damages caused by your noncompliance. In addition to the foregoing, while using the Site, the Application and NextGen Services, you may not, except as may be expressly set forth above under “Permitted Uses” (a) impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity, or use or provide any fraudulent, misleading or inaccurate information; (b) defame, abuse, harass, stalk, intimidate, bully, threaten or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity; (c) access or use (or attempt to access or use) another user’s account without permission, or solicit another user’s login information; (d) transmit any software or materials that contain any viruses, worms, trojan horses, defects, or other items of a destructive nature; (e) modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble any portion of the Site, Application or NextGen Services ; (f) “frame” or “mirror” any portion of the Site, Application or NextGen Services ; (g) use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Site, Application or Services; (h) harvest or collect information about or from other users of the Site, Application or Services; (i) use the Site, Application or NextGen Services for any illegal activity; (j) probe, scan or test the vulnerability of the NextGen Services, Site or Application, or breach the security or authentication measures on the NextGen Services, Site or Application or take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the NextGen Services, Site or Application, including without limitation a denial of service attack; (k) send or otherwise post unauthorized commercial communications (such as spam); (l) engage in unlawful multi-level marketing, such as a pyramid scheme; (m) post content that is hateful, threatening or pornographic, incites violence, or contains nudity or graphic or gratuitous violence; (n) access or use any portion of the Content if you are a direct or indirect competitor of the Company, or provide, disclose or transmit any portion of the Content to any direct or indirect competitor of the Company; (o) use or distribute any Content, including Content that has been verified or confirmed by you or anyone else, to directly or indirectly create or contribute to the development of any database or product; or (p) facilitate or encourage any violations of this Section. Outside of in-kind rewards provided to users and Campaigns/Organizations for the purpose of encouraging user participation, the NextGen Platform shall not be used explicitly for quid pro quo arrangements whereby goods and/or services are provided in consideration of Contributions.

Your Warranties

The NextGen Services are provided on an “as is” and “as available” basis, without any representation or warranty, whether express, implied or statutory. NextGen specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement. NextGen does not guarantee continuous, uninterrupted, or secure access to any part of the NextGen Services, and operation of the NextGen Services may be interfered with by numerous factors outside of our control. NextGen will make reasonable efforts to ensure the timely processing of the NextGen Services, but NextGen makes no representations or warranties regarding the amount of time needed to complete processing because the NextGen Services are dependent upon many factors outside of our control, such as delays in the banking system, internet, mobile devices, electronic communications, and disbursement systems. We are not responsible for any delays, delivery failures or other damages resulting from such problems. We do not guarantee the Site, the Application or Services will be operable at all times. We reserve the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, Application and NextGen Services, or any portion of the Site, Application or NextGen Services, (2) to modify or change the Site, Application or NextGen Services, or any portion of the Site, Application or NextGen Services, and any applicable policies or terms (except as described in the Privacy Policy); and (3) to interrupt the operation of the Site, Application and/or provision of NextGen Services, or any portion of the Site, Application or NextGen Services, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Your reliance upon the information available on the Site or Application or located through utilization of the NextGen Services and your interactions with third users identified through the NextGen Services is solely at your own risk. Your interactions with other users or advertisers, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the other person or entity, and you agree that we will not be responsible for any loss or damages incurred as the result of any such dealing or with respect to any other person’s or entity’s use or disclosure of your personally identifiable information. If there is a dispute between you and any third party, we are under no obligation to become involved, and you agree that you will manage any such dispute or disagreement directly, and that you will not make any claims against us with respect to products or services purchased through your use of the NextGen Services.

Limitation of Remedies

In no event shall the company be liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages or any damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of the Site, the Application or related Services, the provision of or failure to provide the NextGen Services, or for any content, software, products and services made available or obtained through the Site, the Application, or their respective content, or otherwise arising out of the use or access of the Site, use of the Application or use of the NextGen Services, whether based on contract, tort, negligence, strict liability or otherwise, even if the company has been advised of the possibility of damages, any services or content made available or obtained through the use of the Site or the Application, and all other use of the Site or Application, is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or loss of data that results therefrom.

If you are dissatisfied with any portion of the Site, the Application or their respective content, or with any of these terms of use, your sole and exclusive remedy is to discontinue using the Site and uninstall the Application.

Indemnification

You agree to indemnify and hold NextGen, its affiliates, Service Providers, and each other their respective officers, directors, agents, joint venturers, employees, independent contractors and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees, or penalties imposed by any regulatory authority) arising out of or related to: (a) your breach of this Agreement, (b) your use of the NextGen Services, or (c) your violation of any law, rule or regulation, or the rights of any third party.

These Terms of Use are governed by the laws of the State of California without regard to conflicts of laws and principles. Access or use of the Site and/or Application is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. NextGen’s performance under these Terms of Use is subject to existing laws and legal process, and nothing contained in these Terms of Use is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your access or use of the Site and/or Application or information provided to or gathered by us with respect to such use.

The term of these Terms of Use will continue for as long as we allow you access to and use of the NextGen Services. Sections titled “Power of Attorney,” “Processing Fee,” “Content and Materials”, “Warranties, Disclaimers and Limitations of Liability,” “Applicable Law and Jurisdiction,” “Interpretation,” and “Indemnification,” and this Section shall survive any termination or expiration of these Terms of Use.

Questions & Contact Information

Questions or comments about the NextGen Service may be directed to NextGen at support@nextgenamerica.org

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Give to NextGen Climate Action Committee

This User Agreement / Terms of Use (the “Agreement” or Terms”) is a contract between you (“you”, “your”, “donor”, or “user”) and NextGen Climate Action Committee (“NextGen”, the “Organization”, “we”, “us”, or “our”), and applies to use of the NextGen mobile application, website, and all related products and services (collectively, the “NextGen Services”).

You may use the NextGen Services only if you can form a binding contract with us and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. If you are accepting these terms on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. If you cannot confirm the foregoing, then you must not accept these terms of use and may not use the site, the application or services. You may use the services only in compliance with these terms of use and all applicable laws and regulations.

We may amend or modify this Agreement at any time by posting via the NextGen Services or e-mail to you, and the revised Agreement shall be effective at such time. We may modify or discontinue any portion of the NextGen Services, and/or suspend or terminate your access to the NextGen Services at any time without notice to you. You automatically agree to the terms of affiliated third parties including Stripe, Plaid, and Bstow, Inc. You agree that we shall not be liable to you or any third party for any modification or termination of the NextGen Services, and/or suspension or termination of your access to the NextGen Services.

DEFINITIONS

  • “Donor” or “End User” means any person who ultimately uses or is intended to ultimately use the NextGen Platform.

  • “Organization” or “Donee” means any beneficiary organization listed on the NextGen Services to which donors can make financial contributions.

  • “Campaign” means a coordinated project, funding effort or activity for the purpose of generating awareness and support.

  • “Donation”, “Transaction”, “Financial Contribution”, or “Contribution” means any action which results in a financial contribution being made to a selected organization by a donor.

  • “Content” means the end products of consulting, coordinating and creative services including concepting, design, copywriting and rich media. All products of these services, also referred to as Content; including assets, files, presentations, renderings and intellectual property originated by NextGen is the property of the organization.

  • “Stripe” means Stripe, a provider of payment processing services.

  • “Plaid” means Plaid Technologies, Inc., a provider of bank account authentication, identity validation, and payment detail and account balance capture services which support ACH transfers.

  • “Spare Change”, “Round Up” or “Round Ups” means the amount of money donated based on the difference between an organic merchant credit or debit card charge and a full dollar amount of credit card or debit card charge selected by the Donor. For example, where the merchant’s credit or debit card charge for an item is $23.25, the Donor has directed the Service to round up to the nearest five dollars and donate the difference, the Round-Up is $1.75. Another example is where the merchant’s credit or debit card for an item is $11.22, the Donor has directed the Service to round up to the nearest dollar and donate the difference, the Round Up is $0.88.

  • “Platform” means a technology or online service domain including but not limited to mobile and web applications, websites, and all related products and/or services

  • “IRS” means Internal Revenue Service

Eligibility

You must be at least 18 years of age to use the NextGen Service and be the account holder of, and authorized to use and provide us with access to, the credit cards, bank accounts and other accounts that you provide when you register with the NextGen Service. If you sign up for the NextGen Service, you represent and warrant that you meet the foregoing eligibility requirements.

The NextGen Service

The NextGen Service enables you to track Round Ups (as defined below) from certain transactions you make and to make contributions (“Contributions”) to support certain candidates, organizations, and/or races (“Campaigns”) in an amount equal to such “Round Ups”. “Round Ups” are the differential between a final (after tax, etc.) transaction price and the next whole dollar amount. You may select a candidate, campaign, organization or race to receive your Contributions from the listings that are made available to you through the NextGen Service. The Campaigns/Organizations to which we allow contributions are subject to change at any time without notice, and we reserve the right to stop or disallow Contributions to any campaign at any time and for any reason in our sole discretion with or without notice, including if they no longer meet our criteria.

Each time your RoundUps reach a 5 dollar trigger point (the “Trigger Amount”), a Contribution in the amount of the Trigger Amount will automatically be charged to the credit card or debited (via an ACH transaction) from the checking account you have designated in your account and sent to your selected campaign, minus transactions fees (as described below). This will continue until you cancel or pause your Contribution, which you can do at any time through the Settings page of the Site or App, or until your account is terminated or the NextGen Service is discontinued. The credit card charges and ACH transactions are processed via a third-party payment gateway operated outside of the NextGen Service. NextGen will provide you with a record of your Contributions on a monthly basis. If the NextGen Service no longer supports contributions to your Campaign before you reach a Trigger Amount, NextGen may, at its sole option: (1) calculate the amount of the RoundUps calculated prior to the date that the Campaign is no longer supported and process a Contribution in that amount; (2) allow you to continue tracking RoundUps for such Campaign until you reach the Trigger Amount and make the donation to that candidate at that time; or (3) inform you that the Campaign is no longer eligible to receive Contributions and that no Contributions will be made to that Campaign. NextGen reserves the right to refuse to process Contributions to a Campaign at any time and for any reason.

Your Consent To Use Electronic Signatures And Communications

To the extent permitted by applicable law, you consent to use electronic signatures and to electronically receive all records, notices, statements, communications, and other items for all services provided to you under these Terms and in connection with your relationship with us (collectively, “Communications”) that we may otherwise be required to send or provide you in paper form (e.g., by mail). By accepting and agreeing to these Terms electronically, you represent that: (1) you have read and understand this consent to use electronic signatures and to receive Communications electronically; (2) you satisfy the minimum hardware and software requirements specified below; and (3) your consent will remain in effect until you withdraw your consent as specified below.

Your Right to Withdraw Your Consent

Your consent to receive Communications electronically will remain in effect until you withdraw it. You may withdraw your consent to receive further Communications electronically at any time by contacting us at support@nextgenamerica.org. If you withdraw your consent to receive Communications electronically, we may close your NextGen account, and you will no longer be able to use your NextGen account or the NextGen Services, except as expressly provided in these Terms. Any withdrawal of your consent to receive Communications electronically will be effective only after we have a reasonable period of time to process your withdrawal. Please note that withdrawal of your consent to receive Communications electronically will not apply to Communications electronically provided by us to you before the withdrawal of your consent becomes effective.

You Must Keep Your Contact Information Current With Us

In order to ensure that we are able to provide Communications to you electronically, you must notify us of any change in your email address by updating your profile on the Website or the Application.

Copies of Communications

You should print and save and/or electronically store a copy of all Communications that we send to you electronically.

Hardware and Software Requirements

In order to access and retain Communications provided to you electronically, you must have: (1) a valid email address; (2) a computer or other mobile device (such as tablet or smart phone) that operates on a platform like Windows or iOS; (3) a connection to the Internet; (4) a Current Version of Internet Explorer 8 (or higher), Mozilla Firefox 7.0, Safari 5, or Chrome 15; (5) a Current Version of a program that accurately reads and displays PDF files, such as Adobe Acrobat Reader version 7 or higher; (6) a computer or device and an operating system capable of supporting all of the above; and (7) a printer to print out and save Communications in paper form or electronic storage to retain Communications in an electronic form. “Current Version” means a version of the software that is currently being supported by its publisher.

Changes

We reserve the right, in our sole discretion, to communicate with you in paper form. In addition, we reserve the right, in our sole discretion, to discontinue the provision of electronic Communications or to terminate or change the terms and conditions on which we provide electronic Communications. Except as otherwise required by applicable law, we will notify you of any such termination or change by updating these Terms on the Site and the App on or delivering notice of such termination or change electronically.

Credit Card and ACH Transaction Authorization

By agreeing to these Terms, you authorize NextGen and/or its service providers to charge your designated credit card or electronically debit your designated bank account (via an ACH transaction) in the amount of the Trigger Amount whenever such Trigger Amount is reached (and, if applicable, to correct erroneous charges or debits) until you cancel or pause your Contribution or until your account is terminated or the NextGen Service is discontinued. You acknowledge that the frequency of the foregoing charges and debits may vary depending on the volume and size of your transactions, and you waive your right to receive prior notice of the amount and date of each debit.

You acknowledge that the electronic authorization contained in this Section represents your written authorization for ACH transactions and credit card charges as provided herein and will remain in full force and effect until you revoke this authorization, which you may do at any time by emailing us at support@nextgenamerica.org or through the Settings page. Upon such revocation, all Contributions will automatically be paused unless and until you authorize a new payment method.

In addition to any of your other representations and warranties in these Terms, you represent that: (a) your browser is equipped with at least 128-bit security encryption; (b) you are capable of printing, storing, or otherwise saving a copy of this electronic authorization for your records; and (c) the ACH transactions you hereby authorize comply with applicable law.

Information Verification and Power of Attorney

As necessary for our compliance purposes or to provide the NextGen Service to you, you hereby authorize us to, directly or through a third-party, obtain, verify, and record information and documentation that helps us verify your identity and bank account information. When you register for the NextGen Service and from time to time thereafter, we may require you to provide and/or confirm information and documentation that will allow us to identify you, such as: 1) A copy of your government-issued photo ID, such as a passport or driver’s license; 2) A copy of a utility bill, bank statement, affidavit, or other bill, dated within three months of our request, with your name and U.S. street address on it; and 3) Such other information and documentation that we may require from time to time.

By using the NextGen Service and providing information to us, you automatically authorize us to obtain, directly or indirectly through our third-party service providers and without any time limit or the requirement to pay any fees, information about you and your bank account from the financial institution holding your bank account and other third-party websites and databases as necessary to provide the NextGen Service to you.

For purposes of such authorization, and as otherwise may be necessary to provide the NextGen Service, you hereby grant NextGen and our third-party service providers a limited power of attorney, and you hereby appoint NextGen and our third-party service providers as your true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for you and in your name, place, and stead, in any and all capacities, to access third-party websites, servers, and documents; retrieve information; process credit card and ACH transactions, and use your information as described in these Terms, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN NEXTGEN OR OUR THIRD-PARTY SERVICE PROVIDERS ACCESS AND RETRIEVE INFORMATION FROM SUCH THIRD-PARTY WEBSITES, NEXTGEN AND OUR THIRD-PARTY SERVICE PROVIDERS ARE ACTING AS YOUR AGENT, AND NOT THE AGENT OR ON BEHALF OF SUCH THIRD PARTY. You agree that other third parties shall be entitled to rely on the foregoing authorization, agency, and power of attorney granted by you. You understand and agree that the NextGen Service is not endorsed or sponsored by any third-party account providers accessible through the NextGen Service.

Copyright and Limited License

Unless otherwise indicated, the Site, the App, and all content and other materials contained in the NextGen Service, including, without limitation, the NextGen logo, and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the "Service Materials") are the proprietary property of NextGen, its licensors or users, or other third parties, and are protected by U.S. and international copyright laws.

You are granted a limited, non-sublicensable license to access and use the NextGen Service for your informational, non-commercial, and personal use only Such license is subject to these Terms and does not include: (a) any resale or commercial use; (b) the distribution, public performance or public display of the Site, the App, or any Service Materials; (c) modifying or otherwise making any derivative uses of the Site, the App, the Service Materials, or any portion thereof; (d) use of any data mining, robots or similar data gathering or extraction methods; or (e) any use of the Site, the App, the Service Materials, or the NextGen Service other than for its intended purpose. Any use other than as specifically authorized herein, without the prior written permission of NextGen, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.

Trademarks

NextGen, the NextGen logo and any other NextGen product or service name or slogan contained in the NextGen Service are trademarks of NextGen, and may not be copied, imitated or used, in whole or in part, without the prior written permission of NextGen. You may not use any metatags or any other "hidden text" utilizing "NextGen" or any other name, trademark or product or service name of NextGen without our prior written permission. In addition, the look and feel of the NextGen Service, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of NextGen and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the NextGen Service are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.

Hyperlinks

You are granted a limited, non-exclusive right to create a text hyperlink to the NextGen Service for noncommercial purposes, provided such link does not portray NextGen or the NextGen Service in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a NextGen logo or other proprietary graphic of NextGen to link to the NextGen Service without the express written permission of NextGen. Further, you may not use, frame or utilize framing techniques to enclose any NextGen trademark, logo or other proprietary information without NextGen's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of NextGen or any third party.

Third Party Content

NextGen may make third party information and other content available on or through the NextGen Service, including information on Campaigns/Organizations that you may wish to contribute to, and may provide links to Web pages and content of third parties (collectively the "Third Party Content") as a service to those interested in this information. NextGen does not control, endorse or adopt any Third Party Content and makes no representation or warranties of any kind regarding the Third Party Content, including without limitation regarding its accuracy, quality, or completeness. You acknowledge and agree that NextGen is not responsible or liable in any manner for any Third Party Content and undertakes no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk.

Submissions

You acknowledge and agree that any materials, including but not limited to questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information, regarding the Site, the App, NextGen, or the NextGen Service that are provided by you in the form of email or other submissions to NextGen (“Submissions”), are non-confidential and shall become the sole property of NextGen. NextGen shall own exclusive rights, including all intellectual property rights, in and to any Submissions and shall be entitled to the unrestricted use and dissemination of any Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

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Registration Data; Account Security

In consideration of your use of the NextGen Service, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms ("Registration Data"); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to NextGen, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information you provide to NextGen.

Disclaimer

EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY NEXTGEN, THE NEXTGEN SERVICE, INCLUDING THE SITE, THE APP, AND ANY SERVICE MATERIALS CONTAINED THEREIN, ARE PROVIDED ON AN "AS IS," “AS AVAILABLE,” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEXTGEN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE NEXTGEN SERVICE, INCLUDING THE INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN. NEXTGEN DOES NOT MAKE ANY REPRESENTATIONS OF ANY KIND WITH RESPECT TO ANY CAMPAIGNS TO WHICH YOU CAN DONATE IN CONNECTION WITH THE NEXTGEN SERVICE, OR THAT ANY SERVICE MATERIALS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. NEXTGEN DOES NOT REPRESENT OR WARRANT THAT THE APP, THE SITE, OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NextGen reserves the right to change any and all content contained in the NextGen Service and to modify, suspend or discontinue the NextGen Service or any portion, feature or functionality thereof at any time without notice and without obligation or liability to you. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by NextGen.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL NEXTGEN, ITS DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SITE, THE APP, THE SERVICE MATERIALS, OR ANY OTHER ASPECT OF THE NEXTGEN SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM NEXTGEN, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS ; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF NEXTGEN, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE NEXTGEN SERVICE OR TO THESE TERMS EXCEED THE NEXTGEN FEES YOU PAY TO NEXTGEN.

Termination

Notwithstanding any of these Terms, NextGen reserves the right, without notice and in its sole discretion, to terminate your license to use the NextGen Service, and to block or prevent future your access to and use of the NextGen Service.

Severability

If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.

Dispute Resolution; Binding Arbitration

Please read the following section carefully because it requires you to waive your right to a jury trial and arbitrate certain disputes and claims with NextGen and limits the manner in which you can seek relief from us. No class or representative actions or arbitrations are allowed under this agreement.

Except for small claims disputes in which you or NextGen seek to bring an individual action in small claims court located in the county of your billing address or disputes in which you or NextGen seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and NextGen waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or the NextGen Service resolved in court. Instead, for any dispute that you have against NextGen, you agree to first contact NextGen and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to NextGen by email at support@nextgenamerica.org. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and NextGen cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may, as appropriate in accordance with this section, submit the dispute to binding arbitration administered by JAMS or, where applicable, in court. All submitted disputes will be resolved through confidential binding arbitration held in California or may be conducted telephonically or via video conference for disputes alleging damages less than $5,000 in accordance with the Streamlined Arbitration Rules and Procedures ("Rules") of the Judicial Arbitration and Mediation Services ("JAMS"), which are available on the JAMS website and hereby incorporated by reference. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.

You and NextGen agree that any dispute arising out of or related to these Terms or the NextGen Service is personal to you and NextGen and that any dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. You and NextGen agree that these Terms affect interstate commerce and that the enforceability of this Section 15 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. The arbitrators, NextGen, and you will maintain the confidentiality of any proceedings, including but not limited to, any and all information gathered, prepared, and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrators will have the authority to make appropriate rulings to safeguard that confidentiality, unless the law provides to the contrary. You and NextGen agree that for any arbitration you initiate, you will pay the filing fee and NextGen will pay the remaining JAMS fees and costs. For any arbitration initiated by NextGen, GroundUp will pay all JAMS fees and costs. You and NextGen agree that the state or federal courts of the State of California and the United States sitting in California have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

Any claim arising out of or related to these Terms or the NextGen Service must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred, which means that you and NextGen will not have the right to assert the claim. You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 15 by emailing an opt out notice to NextGen at support@nextgenamerica.org. In order to be effective, the opt out notice must include your full name, address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 16. If any portion of this arbitration section is found to be unenforceable or unlawful for any reason, (1) the unenforceable or unlawful provision shall be severed from these Terms; (2) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of the arbitration section or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the arbitration section; and (3) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this arbitration section is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this section will be enforceable.

Permitted Uses by Campaign/Organization Administrators

Any User who creates an account and receives financial contributions through the NextGen Services is subject to the following specific terms.

By enrolling your Campaign/Organization and raising funds through the NextGen Services, you, as an Campaign/Organization administrator, represent and warrant that: (i) you are an authorized representative of the Campaign/Organization with the authority to solicit Contributions for the Campaign/Organization and are not impersonating any entity or otherwise misrepresenting your affiliation with an entity; (ii) any contributions collected through NextGen Services will be used solely as described or implied in the materials or information you post or otherwise provide through NextGen Services; (iii) all information you provide through NextGen Services is complete, accurate, and is not designed to mislead, defraud, or deceive any user; (iv) you will comply with all applicable laws and regulations when you use the NextGen Services and solicit funds through NextGen Services.

Agreement with Respect to Terms of Use

These Terms of Use constitute a legally binding agreement between the NextGen and you. You are responsible for regularly reviewing these Terms of Use. You can review the most current version of the Terms of Use at any time on the app.nextgenamerica.org website. Additional terms, including without limitation those set forth in the Agreements, may govern your use of certain Web pages within the Site or sections within the Application. In the event that any provision, term or guideline contained on a particular Web page in the Site or section of the Application conflicts with these Terms of Use, the terms of such Web page or section shall control over these Terms of Use. You acknowledge that you have read these Terms of Use, and accept, understand and will be bound by such terms and conditions. You further acknowledge that these Terms and Conditions, together with the Privacy Policy and terms governing any individual Web page or Application feature, represent the complete and exclusive statement of the agreement between us and supersede any proposal or prior agreement oral or written, and any other communications between us relating to your access or use of the Site, the Application and/or Services.

Registration

Certain features or services offered on or through the Platform may require you to open an account and set up a profile, providing certain personally-identifiable information, including but not limited to your name, your social security number or other tax identification number, your address, your email address, your phone number, information about your activity preferences (collectively, your “Client information”), and personal credit card, debit card, and bank account information (collectively, your “Payment information”). We reserve the right to restrict certain areas of information on the Site and Application to such registered users. You agree that you will maintain and promptly update your Client Information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect such, we reserve the right to terminate your account and refuse any and all current or future use of the Site and/or the Application by you. We are committed to your privacy, and our privacy policy (the “Privacy Policy”), the terms of which are incorporated herein, explains the policies put in place and used by us to protect your Client Information and your privacy as you visit and use the Site and/or Application and use our Services. You are solely responsible for maintaining the confidentiality of your member name and password. You are solely responsible for any activity that takes place on your account, and you agree to notify us immediately if you suspect or know of any unauthorized use of your member name, password, or account. NextGen will not be responsible for any losses arising out of the unauthorized use of your account and you agree to indemnify and hold harmless the Company and its managing members, officers, equity holders, employees, partners, parents, subsidiaries, agents, affiliates, and licensors (collectively, “Affiliates”), as applicable, for any improper, unauthorized or illegal uses of your account and as otherwise set forth in these Terms of Use.

Processing Fee

You expressly authorize NextGen to collect a processing fee for carrying out its services, defined as a 0% processing fee on Contributions made via the Platform to Organizations that have supplied authorized direct deposit information. If an Organization has not supplied direct deposit information, NextGen will collect a 0% processing fee to carry out the work of administering your donation. Fees are subject to change.

Power of Attorney

For as long as you are using the NextGen Services, you give to NextGen (“Attorney-in-Fact”) a limited power of attorney and appoint NextGen as your true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for you and in your name, place and stead, in any and all capacities, to (a) use any credit cards in your name which you have provided to NextGen and which you have selected to be used by the NextGen Services, Site and/or Application; (b) make deposits and withdrawals from any banking, savings, or brokerage accounts in your name including certificates of deposit, which you have provided to NextGen and which you have selected to be used by the NextGen Services, Site and/or Application; (c) allow NextGen’s employees or independent contractors to review the information you have provided to NextGen for its assistance in legal, tax, bookkeeping, financial, and housekeeping matters; and (d) make Contributions on your behalf using processes deemed most appropriate by NextGen, including but not limited to escrowing of funds meant for contribution and use of disbursement companies and payment gateways to deliver funds in a timely fashion, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the NextGen Service, as fully to all intents and purposes as you might or could do in person. Once NextGen has actual knowledge that you wish to cease using the NextGen Service as provided in this Agreement or as otherwise permitted in this Agreement and has a reasonable opportunity to act on such knowledge, this limited power of attorney is automatically revoked; provided, however, that any act done by NextGen in good faith before it has actual knowledge of termination by you shall be deemed to be authorized by you. To notify NextGen that you wish to discontinue using the NextGen Service, you may send us an email as provided in this Agreement.

This limited power of attorney is given in compliance with the requirements of 12 Del. C. $ 49A-101 et.seq.. This limited power of attorney is given primarily for a business or commercial purpose and is given to facilitate a specified transfer or disposition of one or more assets, whether real, personal, tangible or intangible in accordance with 12 Del. C. $ 49A-103(a)(1) and (7).

You hereby revoke all prior Powers of Attorney that you may have previously executed to the extent that they contradict or nullify powers granted in this agreement (except for those for health care matters) and you retain the right to amend or revoke this Power of Attorney and to substitute other attorneys in place of the Attorney-in-Fact appointed herein by closing your account with NextGen and deleting the Application from your mobile device.

The authority of your Attorney-In-Fact shall terminate if you become disabled or incapacitated once you or your personal representative, as applicable, provides actual notice to NextGen that this Power of Attorney is to be terminated. Notwithstanding the above, any act done by NextGen in good faith before it has actual knowledge of your death or incapacity shall be deemed to be authorized by you.

This Power of Attorney shall be construed in accordance with the laws of the State of California. The powers granted to the Attorney-in-Fact shall stay in effect for either the principal’s entire life or until revoked by the principal (whichever occurs first).

This Power of Attorney is effective immediately upon registration with the NextGen Services, Site and/or Application. By using the NextGen Services, Site and/or Application, you agree to all terms and that you have entered into this agreement with appropriate number of witnesses according to laws of the state in which you reside and/or use the NextGen Services, Site and/or Application.

YOU ACKNOWLEDGE AND AGREE THAT WHEN NEXTGEN IS ACCESSING AND RETRIEVING INFORMATION FROM THE NEXTGEN SERVICES, SITE, AND/OR APP, NEXTGEN IS ACTING AS YOUR AGENT. YOU FURTHER ACKNOWLEDGE AND AGREE THAT WHEN NEXTGEN MAKES WITHDRAWALS OR DEPOSITS FROM ANY BANKING ACCOUNT, SAVINGS ACCOUNT, BROKERAGE ACCOUNT, CREDIT CARD, DEBIT CARD OR OTHER SIMILAR ACCOUNT WHICH YOU HAVE PROVIDED TO NEXTGEN, NEXTGEN IS ACTING AS YOUR AGENT. YOU AGREE THAT NEXTGEN, ITS AFFILIATES AND PARTNERS SHALL BE ENTITLED TO RELY UPON THE FOREGOING AUTHORIZATION, AGENCY AND POWER OF ATTORNEY GRANTED BY YOU.

Content and Materials

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 Application (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 Application are owned by the Company 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 these Terms of Use, no part of the Site, the Application 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, the Application and Services pursuant to these Terms of Use, we retain all right, title, and interest in and to the Site, the Application 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 the 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-aid, exclusive, transferable, and 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 these Terms of Use. 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.

NextGen retains all rights and ownership of its Content for use. Campaigns/Organizations may have a worldwide license to Content on NextGen’s Platform and promotional material, so long as the Campaign/Organization is using it for the purpose of processing transactions through NextGen’s Platform and not another Platform or website. Any Campaigns/Organizations’ use or promotion of NextGen’s Content that expressly directs the public toward any other third party payments processor (including the Organization’s own website) is in direct violation of this Agreement.

Copyright Policy

We respect the intellectual property of others and ask that users of our Site, Application and Services do the same. In connection with our Site, Application and Services, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing Materials and for the termination, in appropriate circumstances, of users of our Site, Application 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, Application 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, in good faith, believe 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 copyrighted owner. Please note that, pursuant to 17 U.S.C. $ 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects to 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 copyright@nextgenamerica.org

Links to Other Sites

The Site, Application and NextGen Services contain links to other independent third-party websites, and we provide links to third-party websites as part of the NextGen Services (in all cases “Linked Sites”). 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. Some of the content served by us will be from merchant sites, and sales through these sites may generate a commission payable to us.

Permitted Uses

Subject to the provisions in these Terms of Use, you may use the Site and Application for non-commercial purposes to: (i) learn about the NextGen Services; (ii) learn about Campaigns/Organizations and (iii) enter into the Agreement; (iv) open an account to participate in the NextGen Services by tracking contributions (v) select an Campaign/Organization to receive a contribution or receive aggregate Round Ups each month; (vi) transfer money to a selected Campaign/Organization or selected Campaign/Organization on a recurring basis; (vii) use a third-party disbursement company to make a best-effort attempt to distribute contributions to your Campaign/Organization; (viii) access statements and confirmations regarding transactions in connection with disbursement to your selected Campaign/Organization(s); (ix) access and print or download copies of the current version of these Terms of Use, the Agreements, and other documentation relating to the NextGen Services; and (x) make such other use of the NextGen Services, Site and Application as we may expressly permit from time to time in furtherance of the objectives and growth of the NextGen Services. Subject to these Terms of Use, we hereby grant you a personal, nontransferable, nonexclusive, non-sublicensable license to use the user interface of the Site, the Application and their respective Content and Services in accordance with these Terms of Use, and for no other purpose. All rights, title and interest in to the user interface and Content, including any software, on or through the Site and Application shall belong to us or our Licensors and Suppliers, including all modifications thereof and enhancements thereto. The Content and user interface made available from, on or through the Site or Application may not be copied, modified, republished, assigned, sold or distributed to you, nor may derivative works be prepared therefrom. The license granted to you pursuant to these Terms of Use is solely for your personal use (but not for resale or redistribution) as a user of the NextGen Services, Site or Application and may not be used for any other purposes. You shall not reverse engineer, decompile, or otherwise translate, in any way, the Content and user interface made available from, on or through the Site or Application. You have no right or claim of right to the Content or any unique ideas found on the NextGen Services, Site or Application. No ownership rights are granted to you hereunder and no title is transferred hereby.

NextGen Donor Services

NextGen authorizes its users to use our interactive platform to search, research, explore, and discover Campaigns/Organizations, to track and access your historical contributions (including one-time, recurring, and Round Up donations) made to selected Campaigns/Organizations, and to make financial contributions (via our third party payment gateway outside of the Application) to Campaigns/Organizations listed on the NextGen Platform. Commercially reasonable best efforts will be made to send your contributions to the Campaigns/Organizations you specify within the NextGen Platform.

We are always working on new ways to improve our Services. We reserve the right to modify or change our Site, the Application 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, the Application 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, the Application or any Services.

Prohibited Uses

You may not use the NextGen Site, Application or Services for any illegal or unlawful or malicious activities, or for activities that we deem improper for any reason whatsoever in our sole judgment, including, without limitation, the laundering of proceeds of any unlawful activity, the financing of terrorism, the commission of fraud or market manipulation, the harassing or making of disparaging comments to any user of the NextGen Services, Site or Application. We reserve the right to take preventive or corrective actions to protect ourselves and our users. We reserve the right to disallow Contributions to Campaign/Organization if we determine the legality of their operations is in question or if they will not accept contributions through the NextGen Services. Your use of the Site, the Application and NextGen Services is conditioned in part on your compliance with the rules of conduct provided herein, and your failure to comply may result in termination of your access to and use of the Site, the Application and NextGen Services and liability for damages caused by your noncompliance. In addition to the foregoing, while using the Site, the Application and NextGen Services, you may not, except as may be expressly set forth above under “Permitted Uses” (a) impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity, or use or provide any fraudulent, misleading or inaccurate information; (b) defame, abuse, harass, stalk, intimidate, bully, threaten or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity; (c) access or use (or attempt to access or use) another user’s account without permission, or solicit another user’s login information; (d) transmit any software or materials that contain any viruses, worms, trojan horses, defects, or other items of a destructive nature; (e) modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble any portion of the Site, Application or NextGen Services ; (f) “frame” or “mirror” any portion of the Site, Application or NextGen Services ; (g) use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Site, Application or Services; (h) harvest or collect information about or from other users of the Site, Application or Services; (i) use the Site, Application or NextGen Services for any illegal activity; (j) probe, scan or test the vulnerability of the NextGen Services, Site or Application, or breach the security or authentication measures on the NextGen Services, Site or Application or take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the NextGen Services, Site or Application, including without limitation a denial of service attack; (k) send or otherwise post unauthorized commercial communications (such as spam); (l) engage in unlawful multi-level marketing, such as a pyramid scheme; (m) post content that is hateful, threatening or pornographic, incites violence, or contains nudity or graphic or gratuitous violence; (n) access or use any portion of the Content if you are a direct or indirect competitor of the Company, or provide, disclose or transmit any portion of the Content to any direct or indirect competitor of the Company; (o) use or distribute any Content, including Content that has been verified or confirmed by you or anyone else, to directly or indirectly create or contribute to the development of any database or product; or (p) facilitate or encourage any violations of this Section. Outside of in-kind rewards provided to users and Campaigns/Organizations for the purpose of encouraging user participation, the NextGen Platform shall not be used explicitly for quid pro quo arrangements whereby goods and/or services are provided in consideration of Contributions.

Your Warranties

The NextGen Services are provided on an “as is” and “as available” basis, without any representation or warranty, whether express, implied or statutory. NextGen specifically disclaims any implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement. NextGen does not guarantee continuous, uninterrupted, or secure access to any part of the NextGen Services, and operation of the NextGen Services may be interfered with by numerous factors outside of our control. NextGen will make reasonable efforts to ensure the timely processing of the NextGen Services, but NextGen makes no representations or warranties regarding the amount of time needed to complete processing because the NextGen Services are dependent upon many factors outside of our control, such as delays in the banking system, internet, mobile devices, electronic communications, and disbursement systems. We are not responsible for any delays, delivery failures or other damages resulting from such problems. We do not guarantee the Site, the Application or Services will be operable at all times. We reserve the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, Application and NextGen Services, or any portion of the Site, Application or NextGen Services, (2) to modify or change the Site, Application or NextGen Services, or any portion of the Site, Application or NextGen Services, and any applicable policies or terms (except as described in the Privacy Policy); and (3) to interrupt the operation of the Site, Application and/or provision of NextGen Services, or any portion of the Site, Application or NextGen Services, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Your reliance upon the information available on the Site or Application or located through utilization of the NextGen Services and your interactions with third users identified through the NextGen Services is solely at your own risk. Your interactions with other users or advertisers, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the other person or entity, and you agree that we will not be responsible for any loss or damages incurred as the result of any such dealing or with respect to any other person’s or entity’s use or disclosure of your personally identifiable information. If there is a dispute between you and any third party, we are under no obligation to become involved, and you agree that you will manage any such dispute or disagreement directly, and that you will not make any claims against us with respect to products or services purchased through your use of the NextGen Services.

Limitation of Remedies

In no event shall the company be liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages or any damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of the Site, the Application or related Services, the provision of or failure to provide the NextGen Services, or for any content, software, products and services made available or obtained through the Site, the Application, or their respective content, or otherwise arising out of the use or access of the Site, use of the Application or use of the NextGen Services, whether based on contract, tort, negligence, strict liability or otherwise, even if the company has been advised of the possibility of damages, any services or content made available or obtained through the use of the Site or the Application, and all other use of the Site or Application, is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or loss of data that results therefrom.

If you are dissatisfied with any portion of the Site, the Application or their respective content, or with any of these terms of use, your sole and exclusive remedy is to discontinue using the Site and uninstall the Application.

Indemnification

You agree to indemnify and hold NextGen, its affiliates, Service Providers, and each other their respective officers, directors, agents, joint venturers, employees, independent contractors and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees, or penalties imposed by any regulatory authority) arising out of or related to: (a) your breach of this Agreement, (b) your use of the NextGen Services, or (c) your violation of any law, rule or regulation, or the rights of any third party.

These Terms of Use are governed by the laws of the State of California without regard to conflicts of laws and principles. Access or use of the Site and/or Application is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. NextGen’s performance under these Terms of Use is subject to existing laws and legal process, and nothing contained in these Terms of Use is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your access or use of the Site and/or Application or information provided to or gathered by us with respect to such use.

The term of these Terms of Use will continue for as long as we allow you access to and use of the NextGen Services. Sections titled “Power of Attorney,” “Processing Fee,” “Content and Materials”, “Warranties, Disclaimers and Limitations of Liability,” “Applicable Law and Jurisdiction,” “Interpretation,” and “Indemnification,” and this Section shall survive any termination or expiration of these Terms of Use.

Questions & Contact Information

Questions or comments about the NextGen Service may be directed to NextGen at support@nextgenamerica.org