Give Lively - Nonprofit Membership Agreement

updated on 10.17.2016


This is a legal agreement between you and Give Lively, LLC. (“Give Lively”). By registering to become a nonprofit member, you hereby: (1) agree to allow Give Lively to feature, highlight or otherwise spotlight (collectively, “Highlight”) your organization on the (“App”) or any related websites or online venues; and (2) agree to the terms and conditions of this agreement (the “Agreement”); and (3) represent and warrant that you are authorized to provide consent and enter into this Agreement on behalf of your organization. By agreeing to permit Give Lively to Highlight your organization, you hereby grant to Give Lively, a limited, revocable, non-transferable, non-sublicensable, non-exclusive, royalty-free license to copy, display and use your trademarks and logos on the App or any related websites or online venues.

Subject to the terms of this Agreement, Give Lively grants to your organization, for the general purposes of advertising and directing end users to our App, a limited, revocable, non-transferable, non sublicensable, non-exclusive, royalty-free license to use the Give Lively trademarks and logos. Give Lively may terminate this Agreement or remove your Highlighted listing from the App at any time, and for any reason.

The term of this Agreement will begin when you transmit signed authorization and will end when terminated by either you or us. Either party may terminate this Agreement at any time, with or without cause, by giving the other party written (email shall suffice) notice of termination.

You understand that Give Lively is under no obligation to Highlight your organization, and this Agreement in no way makes any promises, commitments or guarantees whatsoever as to whether your organization will be Highlighted. Please also note that any Highlight of your organization on the App does not constitute a solicitation of donations; Give Lively does not engage in any solicitation activities on behalf of any of the nonprofit organizations that may be listed or Highlighted on the App. For more information on this, please review our privacy policy.

You agree to provide Give Lively Thirty (30) days prior notification of your intent to change your current business types, your trade name or the manner in which you accept payment. You agree to provide Give Lively with prompt notification if you are the subject of any voluntary or involuntary bankruptcy or insolvency petition or proceeding. You also agree to promptly notify Give Lively of any adverse change in your financial condition, any planned or anticipated liquidation or substantial change in the basic nature of your business.

THE APP IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. GIVE LIVELY MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE APP, OR TRANSACTIONS THAT MAY BE CONDUCTED ON OR THROUGH THE APP, OR THAT THE APP WILL GENERATE ANY DONATIONS FOR YOUR ORGANIZATION.

GIVE LIVELY IS NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING ANY LOSS OF REVENUE, PROFITS, GOODWILL, USE, OR DATA) ARISING IN CONNECTION WITH THIS AGREEMENT OR APP, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. IN NO EVENT SHALL OUR AGGREGATE LIABILITY FOR DIRECT DAMAGES EXCEED ONE HUNDRED (100) DOLLARS.

This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York, exclusive of its rules respecting choice of law. Any action, suit, or other proceeding brought by either party hereunder against the other shall be brought and maintained in the courts of the State of New York, County of New York. This Agreement constitutes the entire agreement between your organization and Give Lively regarding this subject matter and supersedes any prior or contemporaneous arrangement, understanding, negotiations, or agreement with respect thereto.