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GIVE INKIND, INC.
TERMS OF USE

Last updated [April 13, 2021]

These Give InKind, Inc. Terms of Use (“Terms”) are a legal agreement between you and Give InKind, a Washington limited liability company, and its affiliated companies (collectively, “Give InKind”, “we” or “us”) that governs your access to and use of websites and applications owned or operated by Give InKind and certain services provided through those websites and applications (those websites, applications, and services, including all Content (as defined below) therein are referred to collectively as the “Site”).

PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING OR USING THE SITE YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU ACCESS OR USE THE SITE OR REGISTER FOR AN ACCOUNT ON BEHALF OF A COMPANY, ORGANIZATION, OR OTHER ENTITY (SUCH AS YOUR EMPLOYER), THEN YOU REPRESENT THAT YOU ARE AUTHORIZED TO BIND THAT COMPANY, ORGANIZATION, OR ENTITY TO THESE TERMS, AND THE TERM “YOU” INCLUDES THAT COMPANY, ORGANIZATION, OR ENTITY. IF YOU ARE NOT AUTHORIZED TO OR DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE WEBSITE. THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS ON LIABILITY. SEE SECTIONS 13-17.

    1. ELIGIBILITY. You represent and warrant that you are at least 16 years of age or the age of legal majority in your jurisdiction (the “Minimum Age”), whichever is higher. If you are under the Minimum Age, you may not use or access the Site unless explicitly authorized by Give InKind. If Give InKind discovers or has any reason to suspect that you are not at least the Minimum Age, Give InKind reserves the right to suspend or terminate your access to the Site immediately and without notice.
    2. ADDITIONAL TERMS. Prior to access and use of certain areas of the Site or other services, you may be presented and required to agree to additional terms in lieu of or in addition to these Terms (“Additional Terms”). Additional Terms may be presented online or offline, in either electronic or hardcopy form. In the event of a conflict between these Terms and any Additional Terms, the Additional Terms will govern.
    3. PROPRIETARY RIGHTS & LICENSE. All Give InKind, Inc. logos, trademarks or registered trademarks, service marks, product or company names in the US and/or other countries, are the property of Give InKind. Other logos, trademarks, services marks, product, or company names mentioned herein are the property of their respective owners.All images, illustrations, designs, photographs, video clips, text, icons, research, insights, portfolios, reports, written information and other materials that appear on this Site and all other applications developed for products or services offered by Give InKind (collectively, the “Content”) are subject to copyright, trademark, service mark, trade dress and other intellectual property rights or licenses held by Give InKind. Your use of the Content, trademarks, service marks, trade dress and copyrighted material displayed on this Site, other than as provided in the Terms or any Additional Terms, is strictly prohibited. No right, title or interest in any downloaded materials is transferred to you as a result of any such downloading. Except as permitted in the Terms or Additional Terms, you may not copy, download, reproduce, modify, publish, distribute, transmit, transfer, create derivative works from, or otherwise exploit the Content. Give InKind and its affiliates and licensors reserve complete title and full intellectual property rights in any Content you download from this Site and reserve all intellectual property rights that are not expressly reserved herein. Any defined terms, whether capitalized or otherwise, carry the meaning assigned to them in the Terms.
    4. ACCOUNT REGISTRATION. In order to access certain Site features, you may be provided with or required to register for a user account (“Account”). Certain Accounts will require internal approval from Give InKind, and Give InKind retains the right to approve or deny Account applications in its sole discretion. If you register or apply for an Account, your ability to use the Site as intended requires you to provide Give InKind with current, complete, and accurate information. You must keep your log-in information confidential and not authorize any third party to use it or your Account. You agree that you will keep your Account information up to date so that it is complete and accurate. Give InKind will attribute all use of your Account to you and you are solely responsible for all activities that occur under your Account. You must notify Give InKind immediately if you suspect any unauthorized use of your Account or any other breach of security. Depending on your Account status or other criteria, your Account may not have full access to all Site features. You agree not to attempt to access any restricted Site features.
    5. WEBSITE AND CONTENT USE. Accessing the Site does not authorize you to use any name, logo, trademark or service mark in any manner. We only grant you permission to display, download, and print in hard copy format other Content for the purposes of using the Site as an internal business or personal resource. You do not have permission to copy, reproduce, distribute, republish, download, display, post electronically or mechanically, transmit, record, mirror, or photocopy any of the Content without the prior written permission of Give InKind or the applicable owner. Specifically, you may not:
        • Modify copies of any Content.
        • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
        • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of Content.
        • Access or use any part of the Content or any services or materials available through the Site for purposes other than those granted by these Terms or under Additional Terms.

      Give InKind may grant third parties the right to link another website to the Site through a URL linking mechanism supplied by Give InKind. Any request for such right must be made to Give InKind in writing. Any alteration, change, modification, adjustment or revision to the linking mechanism must be approved by Give InKind in writing prior to implementation. The permissions described above will terminate automatically if you breach any of these Terms or Additional Terms. Any other use of the Content on this Site including reproduction for purposes other than as granted to you, and including any reproduction, modification, distribution, or republication may violate copyright or trademark laws, and, without the prior written permission of Give InKind, is strictly prohibited.

      The Site is protected by technical and organizational security mechanisms. If you violate or attempt to violate any of the security protections employed by Give InKind, through the Site or otherwise, you may face civil or criminal liability. We will investigate all suspected violations and may involve or cooperate with law enforcement authorities in prosecuting users who are involved in such violations. We reserve the right to disable your Account, and corresponding username, password, or other identifier at any time and in our sole discretion if, in our opinion, you have violated any provision of these Terms, or Additional Terms.

    6. USER CONTENT. Give InKind does not control and is not responsible or liable for any information, content, graphics, text, images, software, sound files, video, communications, documents, or other materials that are provided, posted, uploaded, or otherwise submitted to the Site by users of the Site (“User Content”). You acknowledge, represent, and agree that all User Content submitted through your Account (“Your Content”) is submitted voluntarily and is not confidential or proprietary and that Give InKind will not treat it as such. You acknowledge the fact that Give InKind is a public platform, and although mechanisms are put in place to allow you to limit the visibility of your posted content, these have their limitations. Due to this public nature of the system, by posting content to Give InKind, you grant to Give InKind a worldwide, royalty-free, transferrable, sublicensable, non-exclusive, perpetual, irrevocable license to Your Content to make, use, copy, modify, adapt, create derivative works of, publicly perform or display, import, broadcast, transmit, distribute, license, publish, translate, offer to sell, and sell, rent, lease or lend copies of Your Content (and derivative works thereof), and to publish your name and other information about you in connection with Your Content. Give InKind is under no obligation to post User Content on the Site and may, in its discretion, edit, block, refuse to post, or remove any User Content (including Your Content) at any time. You represent and warrant that you have the rights necessary to grant the rights in this Section and that Your Content does not: (i) infringe the rights of Give InKind or any third party; (ii) violate any agreement with Give InKind or any third party; (iii) violate any applicable law or regulation; (iv) contain any Content that is fraudulent, untrue, harassing, libelous, defamatory, abusive, tortious, threatening, obscene, hateful, harmful or otherwise objectionable as determined in Give InKind’s sole discretion; and (v) cause any damage to Give InKind’s business, reputation, employees, members, or facilities. If Give InKind suspects violations of the foregoing, Give InKind may institute legal action and cooperate with law enforcement authorities in bringing legal proceedings against violators. You are solely responsible for Your Content and any other User Content you provide to Give InKind or make available through the Site.
    7. GIVE INKIND’S PRIVACY POLICY. When you use or access the Site, you authorize Give InKind to automatically collect information about you, your use of the Site, and Site performance, and to use, transmit, process, and store that information in accordance with the Give InKind Privacy Policy.
    8. SUPPORT AND AVAILABILITY. Give InKind does not guarantee availability of the Site, Content, your Account, or User Content and your access is permitted only if and when they are available. The Site may be unavailable for service, upgrades, maintenance, or other reasons. Give InKind aims to provide the Site in accordance with these Terms but has no obligation to provide support in relation to the Site, Content, your Account, or User Content. To the maximum extent authorized under applicable law, Give InKind reserves the right to discontinue your access to the Site, your Account, or to any Content provided or made available to you through use of the Site at any time without notice to you. If you would like to request support for the Site, please contact us on our website through our chat services.
    9. CHANGES TO THESE TERMS. Give InKind reserves the right to change these Terms at any time. Give InKind will give you notice of any changes by making the updated Terms available through the Site, sending you an e-mail, or by any other reasonable means. The updated Terms are binding on you as of the effective date indicated therein. If you do not want to agree to the updated Terms, you must terminate your Account and stop using the Site and Content. Your continued use of the Site after the effective date will constitute your acceptance of the updated Terms.
    10. THIRD-PARTY WEBSITES AND LINKS. The Site and Content may contain links or references to third-party web sites (“Linked Sites”). Give InKind does not endorse or sponsor any Linked Sites or the information, products, or services contained on any Linked Sites. Give InKind has no control over and is not responsible for any Linked Sites or their content. Linked Sites are governed by their own terms of use and privacy policies.
    11. THIRD-PARTY PRODUCTS AND SERVICES. You may need to use or obtain additional products or services in order to use the Site or Content, such as internet access, a device, or a data connection. You must obtain all third-party products and services separately and pay all associated charges. Give InKind does not endorse, sponsor, or have control over any third-party products or services and will not be responsible for any third-party products or services.
    12. TERMINATION. You may terminate your Account at any time. Give InKind reserves the right to terminate your Account, these Terms, and/or suspend or terminate the Site at any time with or without prior notice. Any rights or obligations contained herein intended by their nature to survive termination, shall remain in effect after such termination.
    13. DISCLAIMER OF WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND THE CONTENT ARE PROVIDED “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE” AND THE ENTIRE RISK OF USE AND PERFORMANCE REMAINS WITH YOU. GIVE INKIND AND ITS SUPPLIERS, AND LICENSORS DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, AND HEREBY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT. IN PARTICULAR, GIVE INKIND, ITS AFFILIATES, SUPPLIERS, AND LICENSORS MAKE NO WARRANTY: (A) THAT THE WEBSITE, CONTENT, OR USER CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE OR PROVIDED ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (B) THAT ANY INFORMATION OR CONTENT OBTAINED THROUGH IT WILL BE ACCURATE, COMPLETE, OR RELIABLE; OR (C) THAT ANY DEFECTS OR ERRORS THEREIN WILL BE CORRECTED. THE SITE, CONTENT, AND USER CONTENT YOU DOWNLOAD OR OBTAIN THROUGH THE SITE IS ACCESSED AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS THEREFROM.
    14. DISCLAIMER OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL GIVE INKIND OR ANY SUPPLIER, OR LICENSOR BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE DAMAGES; FOR LOSS OF PROFITS, BUSINESS, GOODWILL, ANTICIPATED SAVINGS, OR USE; LOSS OR CORRUPTION OF DATA, CONFIDENTIAL INFORMATION, OR OTHER INFORMATION; BUSINESS INTERRUPTION; PERSONAL INJURY; PROPERTY DAMAGE; LOSS OF PRIVACY; FAILURE TO MEET ANY DUTY OF GOOD FAITH OR REASONABLE CARE; NEGLIGENCE; AND ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER, ARISING OUT OF, BASED ON, RESULTING FROM, OR IN ANY WAY RELATED TO THESE TERMS, THE SITE, CONTENT, OR USER CONTENT, EVEN IF GIVE INKIND OR ANY SUPPLIER, OR LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
    15. LIMITATION OF LIABILITY AND EXCLUSIVE REMEDY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND TO THE EXTENT THEY ARE NOT EXCLUDED OR DISCLAIMED UNDER SECTIONS 13 OR 14, GIVE INKIND AND ITS SUPPLIERS’, AND LICENSORS’ MAXIMUM, AGGREGATE LIABILITY TO YOU, AND YOUR EXCLUSIVE REMEDY UNDER THESE TERMS FOR ANY AND ALL DAMAGES, INJURIES, AND LOSSES ARISING FROM ANY AND ALL CLAIMS AND CAUSES OF ACTION ARISING OUT OF, BASED ON, RESULTING FROM, OR IN ANY WAY RELATED TO THESE TERMS, THE SITE, CONTENT, OR USER CONTENT, WILL BE TO RECOVER THE ACTUAL DAMAGES YOU INCUR BASED UPON REASONABLE RELIANCE ON THE SITE. THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THESE TERMS, THE SITE, CONTENT, OR USER CONTENT WILL NOT ENLARGE OR EXTEND THE LIMITATION OF MONEY DAMAGES WHICH WILL BE YOUR SOLE AND EXCLUSIVE REMEDY.
    16. INDEPENDENT REMEDIES. The exclusion of damages under Section 14 is independent of your exclusive remedy in Section 15 and it survives even if the exclusive remedy fails its essential purpose or otherwise is deemed unenforceable. Each of the limitations of liability in Sections 14 and 15 applies without regard to whether loss, liability, or damage arises from (a) breach of contract, (b) breach of warranty, (c) fault or tort, including negligence and misrepresentation, (d) strict liability, or (e) any other cause of action, to the extent the exclusions and limitations are not prohibited by applicable law.
    17. NOTICE ON POTENTIAL LIMITS OF SECTIONS 13, 14, AND 15. Some jurisdictions do not allow the exclusion or limitation of damages (including incidental or consequential), loss, or liability from intentional acts (including fraud, fraudulent misrepresentation, and failure to disclose defects), product liability, or for death or personal injury. Nothing in Sections 13, 14, or 15 will be interpreted as excluding liability which cannot under applicable law be excluded in those jurisdictions.
    18. INDEMNIFICATION. You agree to defend, indemnify, and hold Give InKind and its directors, officers, employees, agents, members, partners, suppliers, and licensors harmless and will keep them indemnified from any third-party claim or demand, including reasonable attorneys’ fees, relating to or arising from: (a) your User Content or your use of the Site; (b) any violation by you of these Terms; or (c) your violation of any another party’s rights or applicable law. Give InKind reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with Give InKind in asserting any available defenses.
    19. GOVERNING LAW AND VENUE. These Terms will be governed by and construed in accordance with the laws of the State of Washington without reference to its conflict of laws provisions. You agree to submit to the exclusive jurisdiction and venue in the state and federal courts located in Seattle, Washington for any and all disputes, claims, and actions arising from or in connection with the Site or these Terms.
    20. GENERAL. Section titles are only for convenience and have no legal or contractual significance. Any list of examples following “including” or “e.g.,” is illustrative and not exhaustive, unless qualified by terms like “only” or “solely.” Give InKind’s failure to act with respect to a breach by you or others does not waive its rights to act with respect to subsequent or similar breaches. A waiver will only be binding on Give InKind if it is in a written document signed by Give InKind. If any provision of these Terms is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining terms, covenants and restrictions will remain in full force and effect. You and Give InKind intend that the provisions of these Terms be enforced to the fullest extent permitted by applicable law. Accordingly, you and Give InKind agree that if any provision is deemed unenforceable, where possible, it will be modified to the extent necessary to make it enforceable, which may include its deletion. Give InKind may assign its rights and delegate its obligations under these Terms, in whole or in part, at any time with or without notice to you, and these Terms will be binding upon and inure to the benefit of Give InKind’s successors and assigns. You may not assign, transfer or sublicense your rights (if any). These Terms (including any incorporated terms) and any Additional Terms constitute the entire agreement between you and Give InKind with respect to the Site. Both you and Give InKind warrant to each other that, in entering this agreement, neither Give InKind nor you have relied on nor will have any right or remedy based upon any statement, representation, warranty, or assurance other than those expressly stated in these Terms (including any incorporated terms) and any Additional Terms. The preceding sentence will not limit or exclude any liability that cannot be limited or excluded under applicable law. No one other than you and Give InKind, or Give InKind’s successors and assigns, will have any right to enforce these Terms.
    21. CONTACT INFORMATION. Give InKind will provide all notices (including legal process) that Give InKind is required to give by any lawful method, including by making notice available through the Site or by sending it to any e-mail or mailing address that you provide to Give InKind. You acknowledge that if you do not provide Give InKind with current and accurate contact information, Give InKind may not be able to contact you. You agree to send Give InKind notice by mailing it to: [email protected].
    22. NOTICES OF CLAIMS OF COPYRIGHT VIOLATIONS AND AGENT FOR NOTICE. If you are a copyright owner and have a good faith belief that any material available on the Site infringes upon your copyrights, you may submit a copyright infringement notification to Give InKind pursuant to the Digital Millennium Copyright Act by providing Give InKind with the following information in writing:
        • An electronic or physical signature of the copyright owner or the person authorized to act on behalf of the owner of the copyright interest;
        • A description of the copyrighted work that you claim has been infringed;
        • A description of where the material you claim is infringing is located on the Site, with enough detail that Give InKind may find it on the Site;
        • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
        • Statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.

      Give InKind’s agent for notice of claims of copyright infringement can be reached as follows:

      By mail: 1102 A Street, Suite 323 Tacoma, WA 98402
      By e-mail:         [email protected]

      This process only relates to reporting a claim of copyright infringement.
      Messages related to other matters may not receive a response through this process. Please note that under Section 512(f) of the Digital Millennium Copyright Act, any person who knowingly materially misrepresents that material is infringing may be subject to liability. If you are unsure whether material infringes your copyright, you should contact an attorney prior to sending notice.