The Giving Zone Organization Agreement

I.  Introduction
This Online Access Agreement (the "Agreement") contains the terms that govern your use of The Giving Zone and The Giving Zone services.  In this Agreement we will use the word "Service" to refer to both The Giving Zone and The Giving Zone services, and we will use the word "Account" to refer to your enrollment, organizational information, and donation history at The Giving Zone.

The Giving Zone will not process a donation to your organization unless your organization has accepted the terms of this Agreement.  If a donation is attempted to an organization that has not yet accepted this Agreement, we will hold the donation as an unfunded, pending donation until the organization is contacted.  If this agreement is not accepted at that time, the donation is cancelled and the member is notified by email.

II.  Online Donation Service
A.  DESCRIPTION OF THE SERVICE.
The Giving Zone Donation Service allows our members to make immediate or scheduled donations through our Online Service.  They can arrange, at their option, for the funding of their donations to be from Credit Cards, Bank Checking Accounts, or Bank Savings Accounts.  There is no limit to the number of donations that may be authorized.  They may donate to any charity or non-profit organization that is approved by The Giving Zone for payment through the Service.  The Donations Service is intended only for their use as a subscriber for such Service.  Any attempt to use the Service to process donations for third parties, or to process payments for goods or services is prohibited and grounds for termination of your Account.

They may create scheduled donations, where they can designate donees, amounts, funding sources, and donation periods for donations they want us to process in the future, without their direct authorization each time.  By establishing the scheduled donation, they are authorizing us to process the donation on each periodic date as defined by them.  They will be notified by email when such a donation is processed, and will have the opportunity to cancel it as described below.

When they make a donation (either by Give Now or the Scheduled Donation Service) through The Giving Zone, we will charge their credit card within 15 minutes of the donation.  For bank accounts, we process the donations once each business day; they will see their bank account charged the following business day.  When we receive the funds (typically within 24 to 48 hours), we will notify them by email and allow them five days to cancel the donation.  Once a week we process all eligible, non-cancelled donations and forward them to the designated organizations.  The donation is normally complete within ten business days.  Under some circumstances, such as bank holidays or systems problems with the financial institutions involved, the process may take slightly longer to complete.  We do not hold their donations for extended periods of time.

B. NO DUTY TO MONITOR DONATIONS.
We do not have any duty to monitor the donations that are made through a Service.  If you or an authorized representative of yours accepts this Agreement, you assume the entire risk of loss and indemnify and hold us, our directors, officers, employees and agents harmless from all loss, liability, claims, demands, judgments and expenses arising out of or in any way connected with such use.

C.  CANCELLING DONATIONS.
Members have the right to cancel any donation that has not been sent to the donee.  To do so, they must cancel the donation by no later than Midnight (PST/PDT) on the 5th day after we receive the funds from their designated funding source.  That date is available to them by viewing the pending donation in their donation history list on the member's home page; the Online Donation Cancel Service is also accessible from there.  At the end of the cancellation period, the funds are sent to the donee and no further action on their part for that donation is possible.

D.  REFUND POLICY.
All donations can be cancelled until we begin the funding process (withdrawing the funds from the source they ask us to use) without the transfer of funds from them to us.  Once we begin the process, donations may still be cancelled; however, we will complete the transfer of funds and then refund the money to them.  This is done to prevent any attempts at fraud by malicious users.  After we receive the funds, they will have five (5) days to cancel the donation if they so desire.  Depending on the timing of their cancellation and type of donation, the refund process will take from 1 to 5 business days.  When the cancellation period ends (see CANCELLING DONATIONS above), we will send the donation to their designated organization, and NO REFUND WILL BE POSSIBLE THROUGH THE GIVING ZONE.  They may contact the organization directly to request a refund if they so desire; we cannot do that for them.

III.  Funds Transfer
At the end of the member's cancellation period, we will schedule the donation to be forwarded by paper check on our next weekly processing date. Paper checks are sent by surface mail and can take 7 business days or more to arrive. Each transfer is preceded by an email to the organization detailing the donations and, if permitted by each individual member, the donor's contact information. Paper checks also list this information; for large aggregate donations, more than one paper check may be sent.

IV.  Fees
By accepting this Agreement, you and your organization are authorizing us to accept donations on your behalf and, further, you acknowledge that the donation is made in its entirety to your organization.  You are also authorizing us to deduct a commission from each donation as payment for processing the donation as follows:
   1) For Visa and Mastercard transactions: 5% of each donation.
   2) For Discover Card transactions: 5.2% of each donation.
   3) For American Express transactions: 5.8% of each donation.
   4) For corporate, government, and international credit cards: 6.5% of each donation

V.  Indemnification.
Except to the extent that we are liable under the terms of this Agreement, if your organization is an owner of an Account, you agree to indemnify and hold us, our directors, officers, employees and agents harmless from all loss, liability, claims, demands, judgments and expenses arising out of or in any way connected with an Account or the performance of a Service.  This indemnification is provided without regard to whether our claim for indemnification is due to the use of the Service by you or your authorized representative.

VI.  Electronic Mail (email)
Member and organization support is conducted through email only.  The Service has provided email addresses on the Contact Us page for you to ask questions about your account(s) or give comments on the Service.

VII.  Security
You will choose a login name and password when signing up that will give you access to your Account through the Service.  This password can be changed within the Service, and we recommend that you change your password regularly.  We are entitled to act on instructions received under your password.  For security purposes, it is recommended that you memorize the password and do not write it down.  You are responsible for keeping your password and Account information confidential.  If you believe that your password may have been lost or stolen or if you suspect any fraudulent activity on your account, notify The Giving Zone at memberservices@thegivingzone.com immediately.

This Web Site has security measures in place to protect the loss, misuse and alteration of the information under our control.  However, your confidential use of this Web Site cannot be guaranteed by The Giving Zone.  The Giving Zone shall not be responsible for any harm that you or any person may suffer as the result of a breach of confidentiality with respect to information you transmitted to the Web Site.

VIII.  Liability
Under no circumstances will we have any liability to you for failing to provide you access to your Account or Online Services through the Service.  Furthermore, unless otherwise required by applicable law, we will only be responsible for performing the Online Donation Services as expressly stated in this Agreement, and will only be liable for material losses incurred by you to the extent such losses directly result from our gross negligence or intentional misconduct in performing the Online Donation Services.

WE MAKE NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SERVICE OTHER THAN THOSE EXPRESSLY SET FORTH IN THIS AGREEMENT.

We will not be obligated to honor, in whole or in part, any transaction or instruction which:
   a) is not in accordance with any term or condition applicable to the relevant Online Donation Service or Account; 
   b) we have reason to believe may not be authorized by you;
   c) would violate any applicable rule or regulation of any federal or state regulatory authority; 
   d) is not in accordance with any other requirement of our applicable policies, procedures or practices; or,
   e) we have reasonable cause not to honor for our or your protection.

IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT OR PUNITIVE DAMAGES, WHETHER ANY CLAIM IS BASED ON CONTRACT OR TORT OR WHETHER THE LIKELIHOOD OF SUCH DAMAGES WAS KNOWN TO US.

IX.  Use of Materials on this Site
The Giving Zone Web Site is for our member's personal, and our enrolled organization's, use only.  You will not use The Giving Zone Web Site for any commercial purpose.  You will not use The Giving Zone Web Site in any way that is unlawful, or harms The Giving Zone, its members, or any organization presented herein as determined in The Giving Zone's sole discretion.

All materials on our Web Site, including but not limited to artwork, photographs, graphics, data collections, methods of analysis, ratings, text and trademarks, are the sole property of The Giving Zone.  The exclusive rights to all materials on this Web Site are protected by U.S. and international laws of copyright, trademark and unfair competition.

While unlikely, the materials could include technical inaccuracies or other errors.  They are provided to you "as is" without warranty of any kind, either express or implied, including but not limited to, warranties of merchantability, non-infringement of intellectual property, and fitness for a particular purpose.  The Giving Zone does not warrant that the functions contained in the Web Site will be uninterrupted or error-free, that defects will be corrected, or that our Web Site or the server that makes it available are free of viruses or other harmful components.  The Giving Zone does not warrant or make any representations regarding the use or the results of the use of the materials on our Web Site in terms of their correctness, accuracy, reliability, or otherwise.  You (and not The Giving Zone) assume the entire cost of all necessary servicing, repair or correction.  Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.

X. General Provisions
DISPUTE RESOLUTION.
At the request of either party, any dispute concerning the Service shall be decided by binding arbitration pursuant to the commercial arbitration rules of the American Arbitration Association.  Nothing herein shall preclude either of us from exercising any lawful right to self-help remedies including set-off, or obtain provisional or ancillary remedies such as injunctive relief.

TERMINATION.
We or you may terminate the Service or this Agreement without cause by giving prior notice of such termination to the other party.  We may, however, terminate the Service or this Agreement immediately upon notice to you if you violate any of the terms or conditions of the Service of this Agreement.  The termination of Service or this Agreement will not terminate your obligations or our rights arising under this Agreement before such termination.

GOVERNING LAW.
You agree that this Agreement, and the performance by you and us under this Agreement, will be governed by the laws of the State of California.

ENTIRE AGREEMENT.
This Agreement and any other disclosures (including without limitation any modification to this Agreement) that we may provide to you from time to time make up the entire and only agreement between you and us concerning the subject matter of this Agreement.  If any provision of this Agreement is held unenforceable, the remaining provisions of this Agreement will still be enforceable.

LEGAL RIGHT TO ENTER INTO AGREEMENT.
You represent and warrant to The Giving Zone that you are at least eighteen (18) years old, that you possess the legal right and ability to enter into this Agreement, and that you will use the Web Site in accordance with this Agreement.