Nikela Terms and Conditions
Nikela (“Nikela,” “we,” or “us”) provides the Nikela site at URL: http://www.nikela.org/ and through various other URLs in connection with our partner companies and organizations (“the Site”) and the services offered on it, including but not limited to the Nikela website service (collectively, the “Services”) to all of our users and visitors to the Site (“you”) under the following terms and conditions of service and use (the “Terms”). Please read the Terms carefully. You understand and agree that the Services are provided to you exclusively under these Terms. By using the Services, you are stating that you have read and understand the Terms and that you agree to be bound by them. We reserve the right to terminate your use or access to the Services at any time for any reason, including, without limitation, if we learn that you have provided false or misleading information or have violated the Terms.
You agree not to use the Services to: (a) violate any local, state, national or international law; (b) stalk, harass or harm another individual; (c) collect or store personal data about other users; (d) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; or (e) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services. You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Services, use of the Services or access to the Services. Without our written consent, you may not (a) allow, enable, or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations via e-mail (spam); (b) use any high volume, automated, or electronic means to access the Services (including without limitation robots, spiders or scripts); or (c) frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages. All information that you provide to us will be true, accurate and current.
1. Modifications to Terms
2. Modifications to Services
We reserve the right to modify or discontinue the Services with or without notice to you. We shall not be liable to you or any third party should we exercise our right to modify or discontinue the Services. If you object to any such changes, your sole recourse shall be to cease using the Services. Continued use of the Services following any such changes shall indicate your acknowledgement of such changes and satisfaction with the Services as so modified.
4. Third Party Content and Monitoring
We are a distributor and publisher of content supplied by users of the Services and by other third parties. Accordingly, we have no editorial control over such content. Any services, offers, or other information or content expressed or made available by third parties, including information provided by other users of the Services, are those of the respective author(s) or distributor(s) of that information and not of us. We neither endorse nor are responsible for the accuracy or reliability of any opinion, advice, information, or statement made on the Services by anyone other than authorized Nikela employees or Nikela spokespersons while acting in their official capacities. We have the right, but not the obligation, to monitor and review the content on the Services and your account to determine compliance with these Terms and any other operating rules established by us, to satisfy any law, regulation or authorized government request, or for other purposes. You understand and acknowledge that we do not monitor content for accuracy or reliability.
5. Your Content; License; Representation and Warranty
You are solely responsible for content you provide to us to be published on our Site through our data entry forms (“Your Content”), and we act as a passive conduit for the distribution and publication of Your Content. However, we reserve the right to remove Your Content if we believe Your Content may create liability for us. You represent and warrant that Your Content (a) does not infringe on any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (b) does not violate any law, statute, ordinance or regulation, including without limitation the laws and regulations governing export control; (c) is not defamatory or trade libelous; (d) is not pornographic or obscene; (e) does not violate any laws regarding unfair competition, anti-discrimination or false advertising; and (f) does not contain viruses, trojan horses, worms, time bombs, cancel bots or other similar harmful or deleterious programming routines. You acknowledge and agree that Third Parties (as defined below) are third-party beneficiaries of these representations and warranties, and that they shall apply to them with the same force and effect as they apply to us. You hereby grant to us a worldwide, perpetual, irrevocable, royalty-free right, sub licensable through multiple tiers of sub licensees, to exercise all copyright rights with respect to Your Content in any media now known or not currently known. The foregoing does not apply to content contained on hyperlinked pages or any other content you do not submit to us.
6. Dealing with Partners and Advertisers
Your correspondence, activity or ensuing relationship with individuals, organizations and third parties found on or through the Services, including posting or acceptance of donation and donation-related and volunteer and volunteer-related organizations, projects, site visits, opportunities, other related vehicles, activities and communications and any other terms or conditions associated with such dealings, are solely between you and such parties. YOU AGREE THAT NIKELA WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS, OR AS THE RESULT OF THE PRESENCE OF SUCH PARTIES ON THE SERVICES.
Our provision of a link to any other site or location is for your convenience and does not signify our endorsement of such other site or location or its contents. We have no control over, do not review, and cannot be responsible for, these outside Web sites or their content. WE WILL NOT BE LIABLE FOR ANY INFORMATION, SOFTWARE, OR LINKS FOUND AT ANY OTHER WEBSITE, INTERNET LOCATION, OR SOURCE OF INFORMATION, OR FOR YOUR USE OF SUCH INFORMATION.
You agree that we, in our sole discretion, may terminate your use of the Services without prior notice, and remove and discard Your Content from the Site, for any reason and without prior notice, including, without limitation, if we believe that you have violated or acted inconsistently with the letter or spirit of the Terms. FURTHER, YOU AGREE THAT WE SHALL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SERVICES. You may discontinue your participation in and access to the Services at any time.
9. Disclaimer of Warranties
YOU EXPRESSLY AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NIKELA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE SERVICES. NIKELA MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES NIKELA MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SERVICES OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR INFORMATION. NIKELA MAKES NO WARRANTY REGARDING ANY DEALINGS WITH OR TRANSACTIONS ENTERED INTO WITH ANY OTHER PARTIES THROUGH THE SERVICES. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, EFFORT AND RESULTS TO BE OBTAINED THROUGH THE USE OF THE SITE OR THE SERVICES IS WITH YOU. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NIKELA OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
10. Accuracy Disclaimer
Nikela does not warrant or guarantee the accuracy, quality, completeness, currency, or validity of any information on its Web site or linked from the site. All information contained on this Web site has been obtained from sources believed by Nikela to be accurate and reliable. Due to the possibility of human and mechanical error, neither Nikela nor any of the contributors to this site is responsible for any errors or omissions. All information is provided “as is” without warranty of any kind. Neither Nikela nor the contributors to the site make any representations as to the accuracy or integrity of the information. They disclaim all express, implied, and statutory warranties of any kind, including warranties as to accuracy, timeliness, completeness, merchantability, or fitness for any particular purpose. Neither Nikela nor its contributors will be liable for any damages of any kind incurred as a result of the information posted on this site.
11. Disclaimer Regarding Financial and Legal Advice
The information on this site, including but not limited to reports, newsletters, articles, and opinions, is provided for educational and informational purposes only. It is not intended to provide legal, accounting, or tax advice and should not be relied on in that respect. We suggest that you hire an attorney, accountant, and/or financial advisor to answer any financial or legal questions.
12. Disclaimer Regarding Donations and Disbursements of Fund
Individual users and visitors of the Site are solely responsible for conducting all transactions on the Site with accurate information at the time of each transaction. NGO users are solely responsible for educating their own donor community and users on how to conduct all transactions as intended on the Site. Transactions include but are not limited to transactions occurring online, offline, and those conducted by all other forms of media (phone, mobile, text, email, paper, etc) or through our current and future technology partners. We reserve the right to deny or reject any and all requests made for refund, cancellation, and/or modification to transactions processed successfully by the Site. We are not responsible for or under any liability or warranty whatsoever to correct any past or historic transactional, system, or human errors in relation to the Site or any Services provided, and we hold sole discretion in any such matters or disputes. Although Nikela strives to allocate all moneys to the specific project that the donor requests, we reserve the right to reallocate moneys in special circumstances as deemed necessary for other similar projects. Offline check donations are placed on hold for 30 days from the date the check was received by us for check verification and processing purposes. Once cleared, the funds are included for the next scheduled disbursements cycle. We are not responsible for any disputes, fees, or other charges that originate for any reason through www.paypal.com (“PayPal”). We reserve the right to deduct any such charges from pending or future payments owed to or intended for any receiving party. Any and all disbursed payments that are for any reason unclaimed, denied, or returned by PayPal are held for a maximum grace period of 30 days from the date of disbursement before they become our rightful and sole property.
13. Limitation of Liability
YOU UNDERSTAND THAT TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL NIKELA OR ITS OFFICERS, EMPLOYEES, DIRECTORS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY), ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE OR THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS SITE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE. The aggregate liability of Nikela to you for all claims arising from or related to the Site or the Services is limited to one hundred dollars ($100).
14. Exclusions and Limitations
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability shall be the minimum permitted under such applicable law.
You agree to indemnify, defend and hold harmless Nikela, its parents, subsidiaries, affiliates, officers, directors, co-branders and other partners (including third-party partners to whom Nikela may provide Your Content (“Third Parties”)), employees, consultants and agents, from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from (1) Your Content and any information you (or anyone accessing the Services using your password) submit, post or transmit through the Services, (2) your (or access to the Services as your) use of the Services, (3) your (or access to the Services as your) violation of these Terms, (4) your (or anyone using your account’s) violation of any rights of any other person or entity or (5) any viruses, trojan horses, worms, time bombs, cancel bots or other similar harmful or deleterious programming routines input by you into the Services.
Certain of the names, logos, and other materials displayed in the Services constitute trademarks, trade names, service marks or logos (“Marks”) of us or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities.
17. Copyrights; Restrictions On Use
The content of the Services (“Our Content”), including without limitation, text, databases, software, code, music, sound, photos, and graphics, is (1) copyrighted by Nikela and/or its licensors under United States and international copyright laws, (2) subject to other intellectual property and proprietary rights and laws, and (3) owned by Nikela or its licensors. Our Content may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors, with the sole exception that one copy may be downloaded onto a single computer for (a) your personal, noncommercial use if you are a volunteer or (b) your archival purposes, if you are a nonprofit or public service organization. You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Content.
The Terms constitute the entire and exclusive and final statement of the agreement between you and us with respect to the subject matter hereof, and govern your use of the Services, superseding any prior agreements or negotiations between you and us with respect to the subject matter hereof. The Terms and the relationship between you and Nikela shall be governed by the laws of the state of Texas, without giving effect to any choice of laws principles that would require the application of the laws of a different country or state. Any legal action, suit or proceeding arising out of or relating to the Terms, or your use of, the Services must be instituted exclusively in the federal or state courts located in Travis County, Texas and in no other jurisdiction. You further consent to personal jurisdiction and venue in, and agree to service of process issued or authorized by, any such court. Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or the Terms must be filed within six (6) months after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.
The terms of Sections 5 through 17 as well as any other limitations on liability explicitly set forth herein shall survive the expiration or earlier termination of the Terms for any reason. Our (and our licensors’) proprietary rights (including any and all intellectual property rights) in and to Our Content and the Services shall survive the expiration or earlier termination of the Terms for any reason.
Please report any violations of the Terms to firstname.lastname@example.org.