Site Policy

Last Revised: February 2017

In using this website you are deemed to have read and agreed to the following terms and conditions:

The following are the terms and conditions for use of the Amply service (“Services”) described herein (the “Service”) between Amply and you (either an individual or a legal entity that you represent as an authorized employee or agent) (“NPO” or “You”). Please read them carefully. BY CLICKING THE “SUBMIT”, “ACCEPT”, COMPLETING THE REGISTRATION PROCESS AND/OR USING THE SERVICE, YOU ARE STATING THAT YOU ARE ELIGIBLE FOR AN ACCOUNT AND THAT YOU AGREE TO BE BOUND BY ALL OF THESE TERMS AND CONDITIONS OF THE SERVICE (“AGREEMENT”). The Service is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein.

1. Terms of Use

1.1. No Implied Licenses. As between Amply and NPO, Amply owns all right, title and interest in the platform including all future developments, enhancements, derivative works and all related intellectual property rights. Amply does not grant NPO any other license, express or implied, and Amply reserves all rights not expressly granted hereunder.

1.2. Security. Amply will use commercially reasonable efforts to protect NPO data (“Data”) from unauthorized access, use, destruction or alteration. Amply will notify NPO in the event that a third-party gains unauthorized access to NPO Data and collaborate on any related public statements and communications.

1.3. Payment. Amply will invoice and charge NPO for the Fees. NPO will pay each invoice no later than 30 days from the invoice date. All payments will be made in U.S. Dollars. Any amounts that are unpaid 30 days following the payment due date that are paid following the resolution of such dispute, will bear interest from the original payment due date through the date that such amounts are paid at the lower interest rate of (a) 1.5% per month and (b) the highest interest rate allowed by law. Amply may change its fees and payment policies for the Service from time to time. The changes to the fees or payment policies are effective upon Your acceptance of such changes which will be posted at www.Amply.org/updates (or such other URL DonateDouble may provide from time to time).

1.4. Taxes. Each party will bear all tax on its own income.

1.5. System of Record. Amply’s systems are the definitive system of record for calculating Fees and calculating matching.

1.6. Fees. The Fees for the services provided by Amply is based on the plan NPO has agreed to via the donation management portal (www.Amply.org/portal) or in writing by contract, as applicable.

2. TERM

This Agreement will continue through the Initial Term and will automatically renew for successive one-year periods (each, a “Renewal Term”) unless either party provides a non-renewal notice to the other no fewer than 1 month before the expiration of the then-current Term. “Term” means the Initial Term and any Renewal Terms. Sections 1, 2.1 (until all payments are made), 3-6 will survive termination or expiration of this Agreement.

3. LICENSE

Amply hereby grants You a limited, revocable, non-exclusive, non-sublicensable license to install, copy and use the Services solely as necessary. You will not nor will You allow any third party to (i) copy, modify, adapt, translate or otherwise create derivative works of the Services; (ii) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Services, except as expressly permitted by the law in effect in the jurisdiction in which You are located; (iii) rent, lease, sell, assign or otherwise transfer rights in or to Service; (iv) remove any proprietary notices or labels on the Service; or (v) use, post, transmit or introduce any device, software or routine which interferes or attempts to interfere with the operation of the Service. You will use the Service and reports solely for Your own internal use, and will not make the Service available for time sharing, application service provider or service bureau use. You will comply with all applicable laws and regulations in Your use of and access to the Documentation, Service and reports. This license will terminate immediately if You fail to comply with the terms of this Agreement. Upon such termination, You must destroy all originals and copies of the Services in Your possession and so certify in writing to Amply within three (3) business days of termination and cease any further use of the Service without the express written consent of Amply.

4. DISCLAIMER.

EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES MADE BY THE PARTIES IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NO PARTY HERETO MAKES ANY REPRESENTATIONS OR WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES ARE MADE AVAILABLE TO COMPANY “AS IS.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON INFRINGEMENT, TITLE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. WITHOUT LIMITATION OF THE FOREGOING, Amply WILL HAVE NO LIABILITY FOR ANY: (A) ERRORS, MISTAKES, OR INACCURACIES OF ANY DATA; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF THE PLATFORM; (C) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE PLATFORM; (D) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE PLATFORM BY ANY THIRD PARTY; OR (E) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DATA.

5. CONFIDENTIALITY

“Confidential Information” means any information relating to or disclosed in the course of the Agreement, which is or should be reasonably understood to be confidential. The terms of this Agreement are the Confidential Information of each party (not to be disclosed by the other without the written consent of the other) and data regarding the performance of the Amply systems is Amply Confidential Information. The receiving party will not share Confidential Information with third parties (except contractors and advisors who are under confidentiality obligations consistent with these), will use the same care to protect Confidential Information as it uses for its own similar information, but in no event less than reasonable care, and will use Confidential Information only for the purpose of fulfilling its obligations under this Agreement. After this Agreement expires or terminates, the receiving party will promptly return or destroy the other party’s Confidential Information upon request of the other party. “Confidential Information” does not include information that (a) is or becomes part of the public domain through no fault of the receiving party; (b) was already in possession of the receiving party without restriction; (c) is independently developed by the receiving party without violation of this Section; or (d) is received from a third party without restriction. The receiving party may disclose Confidential Information if it is required to do so by law, so long as the receiving party provides the disclosing party with prompt notice and complies with any protective order imposed on such disclosure.

6. INDEMNIFICATION

You agree to indemnify, hold harmless and defend Amply and its wholly owned subsidiaries, at Your expense, any and all third-party claims, actions, proceedings, and suits brought against Amply or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) incurred by Amply or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (i) Your breach of any term or condition of this Agreement, (ii) Your use of the Service, (iii) Your violations of applicable laws, rules or regulations in connection with the Service, or (iv) Your brand features. In such a case, Amply will provide You with written notice of such claim, suit or action. You shall cooperate as fully as reasonably required in the defense of any claim. Amply reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by You.

7. LIMIT Of LIABILITY

7.1. NO CONSEQUENTIAL DAMAGES. SUBJECT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING AS A RESULT OF ANY DELAY IN RENDERING SERVICE, LOSS OF DATA, LOSS OF USE OR THE INDIRECT LOSS OF PROFIT OR REVENUE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, HOWEVER CAUSED, AND UNDER WHATEVER CAUSE OF ACTION OR THEORY OF LIABILITY BROUGHT (INCLUDING UNDER ANY CONTRACT, NEGLIGENCE OR OTHER TORT THEORY OF LIABILITY) EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.2. LIABILITY CAP. SUBJECT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL Amply’S LIABILITY FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT (WHEN AGGREGATED WITH Employer’s LIABILITY FOR ALL OTHER CLAIMS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT) EXCEED THE GREATER OF $1,000.00 OR THE FEES PAID TO Amply BY COMPANY IN THE TWELVE (12) MONTHS PRIOR TO THE DATE THE LIABILITY FIRST AROSE.

8. GENERAL

8.1. Misc. This is the entire agreement of the parties relating to this subject matter and supersedes all prior contracts, discussions, commitments, negotiations and understandings with respect to Amply’s provision of Services to NPO. This Agreement cannot be amended except by a writing signed by both parties. This Agreement cannot be assigned without prior written consent of the non-assigning party and any such assignments are void; provided, however, that either party may assign this Agreement (a) to an acquirer of substantially all of that party’s assets or shares or (b) to a corporate affiliate. If any provision of this Agreement is unenforceable, the validity of the remaining provisions will not be affected.

8.2. Trademarks. Amply may use NPO’s name and logo in Amply’s marketing collateral and website as a reference account.

8.3. Notice. All notices under this Agreement will be given in writing and in English, and will be deemed given when personally delivered, when sent by confirmed fax, or three days after being sent by prepaid certified or registered U.S. mail to the address of the party to be noticed as set forth on the Cover Page or such other address as such party last provided to the other by written notice given in accordance with this section.

8.4. Dispute Resolution. Any action arising under or related to this Agreement will be resolved by arbitration in the City of San Francisco, California in accordance with the Commercial Dispute Resolution Procedures of the American Arbitration Association and, for injunctive or provisional relief, the Optional Rules for Emergency Measures of Protection. There will be a single arbitrator whose decision is final and binding and may be enforced in any court of competent jurisdiction. The prevailing party is entitled to reasonable attorneys’ fees and costs. The arbitration will be kept confidential except as required by law.

8.5. Waiver. The waiver by any party of any breach or default will not constitute a waiver of any different or subsequent breach or default.

8.6. Force Majeure. Neither party will be liable for failure or delay in performing its obligations due to causes beyond its reasonable control, including acts of God, terrorism, war, riots, fire, earthquake, flood or degradation or failure of third party networks or communications components.

8.7. Independent Contractors. Amply and NPO are independent contractors and nothing in this Agreement creates any partnership, joint venture, agency, fiduciary or other similar relationship.

8.8. Governing Law; Execution. This Agreement is governed by the laws of the State of California, excluding conflicts of laws principles. Multiple signature pages, signatures delivered via scanned-in pdf copy or fax, and electronic signatures will all constitute originals and together will constitute one and the same instrument.

§ excludes all liability for damages arising out of or in connection with your use of this website. This includes, without limitation, direct loss, loss of business or profits (whether or not the loss of such profits was foreseeable, arose in the normal course of things or you have advised this Company of the possibility of such potential loss), damage caused to your computer, computer software, systems and programs and the data thereon or any other direct or indirect, consequential and incidental damages.

This Company does not however exclude liability for death or personal injury caused by its negligence. The above exclusions and limitations apply only to the extent permitted by law. None of your statutory rights as a consumer are affected.

Logs
We use IP addresses to analyse trends, administer the site, track user’s movement, and gather broad demographic information for aggregate use. IP addresses are not linked to personally identifiable information. Additionally, for systems administration, detecting usage patterns and troubleshooting purposes, our web servers automatically log standard access information including browser type, access times/open mail, URL requested, and referral URL. This information is not shared with third parties and is used only within this Company on a need-to-know basis. Any individually identifiable information related to this data will never be used in any way different to that stated above without your explicit permission.

Links to this website.
You may not create a link to any page of this website without our prior written consent. If you do create a link to a page of this website you do so at your own risk and the exclusions and limitations set out above will apply to your use of this website by linking to it.

Links from this website.
We do not monitor or review the content of other party’s websites which are linked to from this website. Opinions expressed or material appearing on such websites are not necessarily shared or endorsed by us and should not be regarded as the publisher of such opinions or material. Please be aware that we are not responsible for the privacy practices, or content, of these sites. We encourage our users to be aware when they leave our site & to read the privacy statements of these sites. You should evaluate the security and trustworthiness of any other site connected to this site or accessed through this site yourself, before disclosing any personal information to them. This Company will not accept any responsibility for any loss or damage in whatever manner, howsoever caused, resulting from your disclosure to third parties of personal information.

Copyright Notice.
Copyright and other relevant intellectual property rights exists on all text relating to the Company’s services and the full content of this website.

This Company’s logo is a registered trademark of this Company in the United States and other countries. The brand names and specific services of this Company featured on this web site are trade marked. Other logos are not authorized by, sponsored by, or associated with the trademark owner.

Waiver
Failure of either Party to insist upon strict performance of any provision of this or any Agreement or the failure of either Party to exercise any right or remedy to which it, he or they are entitled hereunder shall not constitute a waiver thereof and shall not cause a diminution of the obligations under this or any Agreement. No waiver of any of the provisions of this or any Agreement shall be effective unless it is expressly stated to be such and signed by both Parties.

General
The laws of California govern these terms and conditions. By accessing this website and you consent to these terms and conditions and to the exclusive jurisdiction of the California courts in all disputes arising out of such access. If any of these terms are deemed invalid or unenforceable for any reason (including, but not limited to the exclusions and limitations set out above), then the invalid or unenforceable provision will be severed from these terms and the remaining terms will continue to apply. Failure of the Company to enforce any of the provisions set out in these Terms and Conditions and any Agreement, or failure to exercise any option to terminate, shall not be construed as waiver of such provisions and shall not affect the validity of these Terms and Conditions or of any Agreement or any part thereof, or the right thereafter to enforce each and every provision. These Terms and Conditions shall not be amended, modified, varied or supplemented except in writing and signed by duly authorised representatives of the Company.

Notification of Changes
The Company reserves the right to change these conditions from time to time as it sees fit and your continued use of the site will signify your acceptance of any adjustment to these terms. If there are any changes to our privacy policy, we will announce that these changes have been made on our home page and on other key pages on our site. If there are any changes in how we use our site customers’ Personally Identifiable Information, notification by e-mail or postal mail will be made to those affected by this change. Any changes to our privacy policy will be posted on our web site 30 days prior to these changes taking place. You are therefore advised to re-read this statement on a regular basis

These terms and conditions form part of the Agreement between the Client and ourselves. Your accessing of this website and/or undertaking of a booking or Agreement indicates your understanding, agreement to and acceptance, of the Disclaimer Notice and the full Terms and Conditions contained herein. Your statutory Consumer Rights are unaffected.