Terms of Use for Fundraising Organizations

Welcome to Lance Bell For Kane. Lance Bell For Kane provides services related to fundraising and growing an organization (as modified, collectively, the “Fundraising Services”) through its SaaS-based platform and mobile app (the (as modified, the “Mobile App” and together with the SaaS-based platform, collectively, the “Lance Bell For Kane Platform”) for campaigns and political committees, churches, ministries, colleges, schools, universities, associations, nonprofits, and foundations and other fundraising organizations (each, a “Fundraising Organization” or “you”) and the third parties that provide fundraising services to the fundraising organizations (each, a “Vendor Organization” or “you” and together with the Fundraising Organizations, collectively, each an “Organization” or “you”) and their donors and other supporters (collectively, each an “Donor” or “you”). The website at https://www.bellforkane.com (the “Site”) and the various other related fundraising tools, services and other features, functions, software, applications and websites (together with the Fundraising Services, the Lance Bell For Kane Platform and the Site, collectively the “Lance Bell For Kane Services”) are provided and operated, and are being made available to you and the other Organizations, Donors and the other users of any of the Lance Bell For Kane Services (collectively, the “Users”) by Lance Bell For Kane, Inc. (“Lance Bell For Kane”, “us” or “we”). All defined terms used herein shall have the meanings prescribed to these terms in these Terms of Use.

IMPORTANT! THESE TERMS OF USE (“TERMS”) GOVERN YOUR USE OF THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM , THE SITE, AND THE OTHER LANCE BELL FOR KANE SERVICES. IF YOU ARE AGREEING TO THESE TERMS ON BEHALF OF YOUR ORGANIZATION, REFERENCES TO “YOU” OR “YOUR” SHALL MEAN YOU, YOUR ORGANIZATION AND ANY OTHER USER ACCESSING AND USING THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM AND THE OTHER LANCE BELL FOR KANE SERVICES ON BEHALF OF SUCH ORGANIZATION. BY CLICKING “I AGREE”, ACKNOWLEDGING YOUR AGREEMENT IN WRITING, AGREEING VERBALLY, USING OR ACCESSING THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES OR OTHERWISE SIGNIFYING YOUR ACCEPTANCE OF THESE TERMS, YOU REPRESENT AND WARRANT THAT (A) YOU ARE AUTHORIZED TO ENTER THESE TERMS OF USE, AND ARE DOING SO, (B) YOU CAN LEGALLY ENTER INTO THESE TERMS, (C) YOU HAVE READ AND UNDERSTAND AND AGREE THAT YOU SHALL BE BOUND BY THESE TERMS OF USE AND LANCE BELL FOR KANE’S PRIVACY POLICY (HTTPS://WWW.BELLFORKANE.COM/PRIVACY/)(AS MODIFIED, THE “PRIVACY POLICY”) AND ALL MODIFICATIONS AND ADDITIONS PROVIDED FOR. IF YOU DO NOT AGREE TO THESE TERMS OF USE OR THE PRIVACY POLICY, PLEASE DO NOT USE THE FUNDRAISING SERVICES OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES.

These Terms contain an Arbitration provision which will, with limited exception, require you to submit disputes you have against Lance Bell For Kane to binding and final arbitration. You will only be permitted to pursue claims against Lance Bell For Kane on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding; and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

1. Eligibility.

To access and use the Fundraising Services, the Lance Bell For Kane Platform, the Site and the other Lance Bell For Kane Services, you must be at least 18 years of age. BY CLICKING THE “I AGREE” BUTTON, BY ACCESSING OR USING THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES, YOU REPRESENT THAT:

• YOU HAVE NOT BEEN PREVIOUSLY SUSPENDED OR REMOVED FROM THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE, OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES;

• YOU CONFIRM THAT YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH LANCE BELL FOR KANE;

• YOU WILL COMPLY WITH THESE TERMS AND ALL APPLICABLE LOCAL, STATE AND NATIONAL, RULES AND REGULATIONS; AND

• YOU ARE NOT A COMPETITOR OF LANCE BELL FOR KANE AND DO NOT INTEND TO USE THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES FOR REASONS THAT ARE IN COMPETITION WITH LANCE BELL FOR KANE OR OTHERWISE TO REPLICATE SOME OR ALL OF THE OTHER LANCE BELL FOR KANE SERVICES FOR ANY REASON.

2. Privacy.

Your privacy is important to Lance Bell For Kane. Our goal is to make the Fundraising Services, the Lance Bell For Kane Platform and the other Lance Bell For Kane Services as good, useful and rewarding for you as possible. In order to do that, Lance Bell For Kane may collect and process information from you when you use the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services. Lance Bell For Kane will collect certain personally identifiable information from you as set forth in more detail in our Privacy Policy. By accessing or using the Fundraising Services and the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services, you agree that Lance Bell For Kane may collect, use and disclose, as set forth in the Privacy Policy, the information you provide when you access and use the Fundraising Services and the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services, and in some cases, information that is provided by or through any of the Lance Bell For Kane Services.

3. The Fundraising Services.

3.1 Accessing and Using the Fundraising Services.

(a) Fundraising Organizations.

(i) To access and use the Fundraising Services, you, an individual with legal and financial responsibility to control, manage or direct the Fundraising Organization (the “Fundraising Account Owner” or “you”) must apply to Lance Bell For Kane to register and create an account (a “Fundraiser Organization Account”) through the sign-up process on the Site. This process will include providing information to verify the identity of the Fundraising Organization and supporting documentation.

(ii) Lance Bell For Kane may reject any application to register and create an account or to access and use the Fundraising Services in its sole discretion.

(iii) The Fundraising Account Owner (or someone acting on behalf of the Fundraising Account Owner) may invite team members from the Fundraising Organization to access and use the Fundraising Services (collectively, an “Authorized Fundraiser Organization User” or “you”). This may be done as part of the initial application process or later at any point by going to the Fundraising Organization’s Account Settings. Only Authorized Fundraiser Organization Users can access and use the Fundraising Services on behalf of the Fundraising Organization.

(b) Vendor Organizations.

(i) To access and use the Fundraising Services, you, an individual with legal and financial responsibility to control, manage or direct the Vendor Organization (the “Vendor Account Owner” or “you” and together with the Fundraising Account Owner, collectively, the “Account Owner” or “you”) must apply to Lance Bell For Kane to register and create an account (a “Service Organization Account” and together with the Fundraising Organization Accounts, collectively, an “Account”). This process will include providing information to verify the identity of the Vendor Organization and supporting documentation.

(ii) Lance Bell For Kane may reject any application to register and create an account or to access and use the Fundraising Services in its sole discretion.

(iii) The Vendor Account Owner (or someone acting on behalf of the Vendor Account Owner) may invite personnel from the Vendor Organization to access and use the Fundraising Services (collectively, an “Authorized Vendor Organization User” or “you” and together with the Authorized Fundraiser Organization Users,” each an “Authorized User” or “you”). This may be done as part of the initial application process or later at any point by going to the Fundraising Organization’s Account Settings. Only Authorized Service Organization Users can access and use the Fundraising Services on behalf of the Vendor Organization.

In registering and creating an Account, you agree to (i) provide true, accurate, current, and complete information about yourself as prompted during the registration and account creation process (“Registration Data”), and (ii) maintain and promptly update the Registration Data, including your PayPal information, to keep it true, accurate, current and complete. You are responsible for all activities that occur under your Account. If you provide any information that is untrue, inaccurate, not current, or incomplete, or Lance Bell For Kane has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Lance Bell For Kane has the right to suspend or terminate your Account and prohibit you from accessing and using the Fundraising Services and the Lance Bell For Kane Platform and/or any of the other Lance Bell For Kane Services. You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account. You agree not to create an Account or to access and use the Fundraising Services and the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services if you have been previously removed by Lance Bell For Kane or if you have been previously banned from accessing and using the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services.

3.2 Account Pause; Account Closure.

(a) Pause. You have the right to temporarily pause your Account at any time. You may do so by following the “pause” link. Any funds that are held in custody for you at the time of pause, less any applicable fees, will be paid out to you according to your payout schedule, assuming all payout-related authentication requirements have been fulfilled.

(b) Closure. You have the right to permanently close your Account at any time. You may do so by contacting us via email at lbell@servingintel.com. You understand and agree that Lance Bell For Kane may hold any funds in your Account for up to 90 days after the effective date of closure (the “Hold Period”). Any funds that are still in your Account after the Hold Period, less any applicable fees, will be paid out to you according to your payout schedule, assuming all payout-related authentication requirements have been fulfilled.

(c) Effect of Pausing or Closing an Account. Pausing or closing an Account will not relieve an Organization and its Account Owner and Authorized Users of their continued obligations under these Terms, including the obligations regarding payment of all fees or chargebacks related thereto or other obligations to Donors who have made donations through the Fundraising Services (each a “Donation”).

3.3 Inactive or Closed Accounts.

(a) Lance Bell For Kane shall use commercially reasonable efforts to periodically (e.g., on a quarterly basis, etc.) notify the Organization of any Account that has been inactive for at least six (6) months or otherwise been closed by such Organization or Lance Bell For Kane in accordance with these Terms (collectively, a “Closed Account”) and still has funds in it (a “Remaining Balance”).

(b) The Organization shall promptly disburse any such Remaining Balance.

(c) If the Organization fails to disburse any such Remaining Balance within six (6) months of receipt of Lance Bell For Kane’s initial notice in accordance with Section 3.3(a), then Lance Bell For Kane may withdraw and take control and possession of such Remaining Balance as liquidated damages. You and your Organization agree that this amount constitutes reasonable compensation for Lance Bell For Kane’s actual damages, and shall not be classified as a penalty.

3.4 Representations and Warranties.

You represent and warrant to Lance Bell For Kane that: (a) you are eligible to register and use the Fundraising Services and have the right, power, and ability to enter into and perform under this Agreement; (b) any transaction submitted by you will represent a bona fide transaction by you; (c) any sales transactions submitted by you will accurately describe the goods and/or services sold and delivered to a Donor or other purchaser; (d) you will fulfill all of your obligations to each Donor or other purchaser in connection with any transaction that is submitted through the Fundraising Services and will resolve any consumer dispute or complaint directly with the Donor or other purchaser; (e) you and all transactions initiated by you will comply with all federal, state, and local laws, rules, and regulations applicable to your business, including any applicable tax laws and regulations; (f) except in the ordinary course of business, no transaction submitted by you through the Fundraising Services will represent a sale to any principal, partner, proprietor, or owner of your Organization; (g) you will not use the Fundraising Services or the Lance Bell For Kane Platform, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the use of the Service; and (j) your use of the Fundraising Service and the Lance Bell For Kane Platform will be in compliance with the Terms.

4. Fees; Payments; Taxes; Refunds; Merchant Agreement.

4.1 Fees.

(a) There are no fees for an Organization to register and create an Account or to access and use the Fundraising Services.

(b) Lance Bell For Kane charges certain processing and other fees (as modified, the “Processing Fees”) in connection with the Donations and other purchases through the Fundraising Services. The current Processing Fees can be found on the Site or will be provided upon request.

(c) In addition to the Processing Fees, you are also responsible for any penalties or fines imposed in connection with your Account on you or Lance Bell For Kane by Lance Bell For Kane or any Associations (as defined in the Merchant Services agreement) resulting from your use of payment processing services in a manner not permitted by this Agreement or an Association’s rules and regulations.

(d) In addition to the Processing Fees, the Organization shall promptly pay to Lance Bell For Kane any charge-backs, penalties or fines that may arise in connection with its Account. If at any time, any amounts owing by an Organization to Lance Bell For Kane are not paid when due for any reason, including, any Processing Fees or charge-backs, penalties, or fines (collectively, the “Unpaid Amounts”), then Lance Bell For Kane may pursue any and all legal remedies to recover such Unpaid Amounts. As the Account Owner of the Organization, you agree to be responsible to ensure that the Organization’s Lance Bell For Kane Account remains current. These obligations will survive the termination of the Organization or the Organization’s use of Lance Bell For Kane’s Services.

(e) We may modify the Processing Fees at any time upon at least thirty (30) days’ prior notice (or a longer period of notice if this is required by applicable law). Such modified Processing Fees shall automatically be effective after such notice period.

4.2 Accepted Forms of Payment.

The Fundraising Services support most domestic credit, debit, prepaid or gift cards with a Visa, MasterCard, American Express, or Discover logo, and in some cases in Lance Bell For Kane’s sole discretion, direct debit (electronic checks) and PayPal. In addition, the Fundraising Services supports most international cards with these logos. We may add or remove support for certain payment cards at any time without prior notice. We may elect only to process payment cards that receive an authorization from the applicable issuer. You agree to accept all of the payment cards listed in accordance with these Terms.

4.3 Automatic Deductions.

(a) Unless otherwise agreed by the parties, the Account Owner and the Organization authorizes Lance Bell For Kane to automatically deduct the applicable Processing Fees from the Donations made through the Fundraising Services.

(b) If any Organization enters into a billing or other agreement with another Organization (a “Billing Agreement”) that provides for the automatic deduction of any fees from the Donations and other purchases as the fee for the provisions of services by such other Organization (as modified, the “Services Fees”) and payment of such Services Fees to such Organization, then each such Organization authorizes Lance Bell For Kane to deduct the Services Fees from the applicable Donations and to pay the Services Fees to such other Organization. Upon Lance Bell For Kane’s request, each of the Organizations shall promptly provide to Lance Bell For Kane a fully executed copy of any Billing Agreement and any amendments to such Billing Agreement (but in no event later than five (5) business days after execution).

(c) Any Organization which has entered into a Billing Agreement as set forth above, stipulates and agrees to the “Terms and Conditions” of the Billing Agreement set forth in Exhibit “A,” below.

4.4 New Fees.

Lance Bell For Kane reserves the right at any time to begin charging for services that it is currently providing free of charge upon posting on the Fundraising Services, the Lance Bell For Kane Platform, the Site, any of the other Lance Bell For Kane Services or by notifying you by email.

4.5 Taxes.

You are solely responsible for determining any and all taxes assessed, incurred or required to be collected, paid or withheld in connection with your use of the Fundraising Services. You are solely responsible for collecting, withholding, reporting and remitting any taxes to the appropriate tax authority. Lance Bell For Kane is not obligated to, and will not, determine whether taxes apply, or calculate, collect, report or remit any taxes to any tax authority arising from your use of the Fundraising Services.

4.6 Refunds.

(a) Refunds related to Processing Fees.

THE PROCESSING FEES ARE NON-REFUNDABLE, NON-CANCELLABLE AND NON-CREDITABLE UNLESS (A) THE DONATION HAS BEEN VOIDED BY THE FUNDING ORGANIZATION OR OTHERWISE PRIOR TO PROCESSING OR (B) OTHERWISE REQUIRED BY LAW OR AGREED TO BY LANCE BELL FOR KANE IN ITS SOLE DISCRETION.

(b) Refunds not related to Donations.

If you are an Organization, you agree to process returns of, and provide refunds and adjustments for, goods or services through your Account in accordance with this Agreement. You shall (i) maintain a fair return, cancellation or adjustment policy; (ii) disclose your return or cancellation policy to purchasers at the time of purchase, (iii) not give cash refunds to a purchaser in connection with a payment card sale, unless required by law, and (iv) not accept cash or any other item of value for preparing a payment card sale refund. Your refund policies must be the same for all payment methods. If the purchaser is dissatisfied with your refund policy, the purchaser may chargeback the payment. You may not bill or collect from any purchaser for any purchase or payment by means of a payment card unless the purchaser has exercised chargeback, you have fully paid for the charge, and you otherwise have the right to do so.

The Donor must initiate a refund request within one hundred and eighty (180) days from the date the donation was made.

4.7 Merchant Services Agreement.

If you create a Fundraising Organization Account or otherwise access or use the Fundraising Services, you will automatically be deemed to have accepted, and will be bound by, the Merchant Services Agreement (the “Merchant Services Agreement“). The terms of the Merchant Services Agreement may be independently enforceable by Acquirer (As defined therein). You understand that the Merchant Services Agreement may be modified by the Acquirer in accordance with the terms of the Merchant Services Agreement.

4.8 ACH Transactions.

Consistent with the rules of the National Automated Clearinghouse Association (NACHA), Lance Bell For Kane employs a commercially reasonable transaction detection system to screen internet-initiated ACH transactions for fraud. As part of that system, Lance Bell For Kane may require that a Donor’s account be validated for donations in excess of two hundred ($200.00) dollars. This means that the Donor must verify that the account number to be used for donation is a legitimate, open account to which ACH debit entries may be posted.

5. Right to Access and Use; License; Unauthorized Use.

5.1 Right to Access and Use.

Subject to your compliance with all of the terms and conditions set out in these Terms, Lance Bell For Kane hereby grants to you a limited, non-exclusive, non-transferable, freely revocable right to access and use the Fundraising Services, the Lance Bell For Kane Platform, the Site, and the other Lance Bell For Kane Services, to the extent of, and in accordance with, these Terms (the “Right to Use”).

5.2 License.

Subject to your compliance with all of the terms and conditions set out in these Terms, Lance Bell For Kane hereby grants to the Organizations and the Authorized Users a limited, non-exclusive, non-transferable, freely revocable limited license to download, install and use the Mobile App solely in connection with the Fundraising Services (the “License”).

5.3 Prevention of Unauthorized Use.

Lance Bell For Kane reserves the right to exercise whatever lawful means it deems necessary to prevent the unauthorized access or use of the Fundraising Services or the Lance Bell For Kane Platform or the circumvention of the other Lance Bell For Kane Services, including, but not limited to, technological barriers, IP mapping, and directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.

5.4 Account Security.

Lance Bell For Kane prohibits the use of shared email accounts for Fundraising Account Owners/Users. You are responsible for securing and controlling access to your Organization’s Fundraising Account. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL LANCE BELL FOR KANE BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES RESULTING FROM A LOSS OF FUNDS, DATA, BUSINESS, GOODWILL, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR FAILURE TO SECURE ACCESS TO YOUR ORGANIZATION’S LANCE BELL FOR KANE ACCOUNT.

6. Additional Agreements and Policies.

When accessing or using the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services, you may be subject to (a) additional agreements (each, an “Additional Agreements”) and (b) any additional posted policies, guidelines or rules applicable to the Fundraising Services, the Lance Bell For Kane Platform, the Site and the other Lance Bell For Kane Services which may be posted from time to time (as modified from time to time, the “Policies”). All such Additional Agreements and Policies are hereby incorporated by reference into these Terms.

7. Respecting other People’s Rights.

Lance Bell For Kane respects the rights of others and so should you. You therefore shall not:

• violate or infringe someone else’s rights of publicity, privacy, copyright, trademark, or other intellectual property right;

• post anything that is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, harassing, hateful, racially or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability or violates any law, or is otherwise inappropriate as determined by Lance Bell For Kane in its sole discretion;

• post anything that is false, misleading, untruthful or inaccurate or that includes anyone’s personal information; or

• impersonate any person or entity, including any of Lance Bell For Kane’s employees or representatives or any other User.

8. Modification of these Terms.

Lance Bell For Kane reserves the right, at its sole discretion, to change, modify, add, or remove portions of these Terms or any Policies at any time by posting the amended Terms and/or Policies to the Site or any of the other Lance Bell For Kane Services. If Lance Bell For Kane updates these Terms, it will update the “last updated” date at the top of the Terms. Please check these Terms, including any Additional Agreements and Policies, periodically for changes. Your continued use of the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services after the posting of changes constitutes your binding acceptance of such changes. In the event of a change to these Terms that materially modifies your rights or obligations (including applicable fees), Lance Bell For Kane will use commercially reasonable efforts to notify you of such change. Lance Bell For Kane may provide notice through a pop-up or banner within any of the Lance Bell For Kane Services, by sending an email to any address you may have used to register for an Account, or through other similar mechanisms. Additionally, if the changed Terms materially modify your rights or obligations, Lance Bell For Kane may require you to provide consent by accepting the changed Terms. If Lance Bell For Kane requires your acceptance of the changed Terms, changes are effective only after your acceptance. For all other changes, except as stated elsewhere by Lance Bell For Kane, such amended Terms or Policies will automatically be effective, replacing the previously-effective Terms or Policies, thirty (30) days after they are initially posted on any of the Lance Bell For Kane Services. IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS OR POLICIES, PLEASE IMMEDIATELY TERMINATE YOUR USE OF THE FUNDRAISING SERVICES AND ALL OTHER LANCE BELL FOR KANE SERVICES.

To the extent that any modifications to the Terms, Additional Agreements or Policies are not allowed under applicable laws, the prior most recent version of the Terms, Additional Agreements or Policies shall continue to apply.

9. Digital Millennium Copyright Act.

It is Lance Bell For Kane’s policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to Lance Bell For Kane’s DMCA Notification Guidelines. If you file a notice with our copyright agent, it must comply with the requirements set forth in 17 U.S.C. § 512(c)(3). Lance Bell For Kane reserves the right to terminate without notice any Organization’s or other User’s access to the Fundraising Services, the Lance Bell For Kane Platform, the Site and the other Lance Bell For Kane Services if that Organization or other User is determined by Lance Bell For Kane to be a “repeat infringer.” In addition, Lance Bell For Kane accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials.

10. Technical Support.

Lance Bell For Kane provides technical support in connection with the Fundraising Services and the other Lance Bell For Kane Services via (a) email at lbell@servingintel.com, (b) phone at 225-250-1301, (c) chat through the Site, (d) social media messaging (e.g., Facebook, Instagram, etc.) and (e) SMS. Support hours are 8:00 am to 6:00 pm CST excluding all Federal, state and other company holidays.

11. Content.

11.1 Posting Content.

Subject to Section 7 and this Section 11, the Fundraising Services, the Lance Bell For Kane Platform and the other Lance Bell For Kane Services may now, or in the future, permit the submission and/or posting or linking of pictures, audio and video recordings, text, data, information and other content linked, posted, and/or submitted by you or other Account Owners or Authorized Users, in each case whether or not made available to other Users (“Content”). You may remove any of your Content at any time; however, you acknowledge and agree that Lance Bell For Kane may still have access to such Content and that the licenses granted by you to Lance Bell For Kane in Section 11.2 will remain in effect despite your removal of the Content. Lance Bell For Kane may delete any Content at any time in its sole discretion.

11.2 Limited License Grant to Lance Bell For Kane.

By uploading, providing, posting, distributing or disseminating any Content to or through the Fundraising Services, the Lance Bell For Kane Platform and the other Lance Bell For Kane Services, you hereby grant to Lance Bell For Kane a worldwide, non-exclusive, perpetual, irrevocable, transferable, sublicensable (through multiple tiers), assignable, fully paid-up, royalty-free, license to host, transfer, display, perform, reproduce, distribute, modify and otherwise exploit your Content (and any copyrights, publicity, database and other proprietary rights therein), in connection with the Fundraising Services, the Lance Bell For Kane Platform and the other Lance Bell For Kane Services and Lance Bell For Kane’s (and its successors’ and affiliates’) business.

11.3 Content Use by Other Users.

You hereby consent to the use of your Content by Donors and other Users that are authorized to access your Content in the manner contemplated by these Terms and any of the Lance Bell For Kane Services.

11.4 Content Representations and Warranties.

You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all of your Content and the consequences of posting or publishing any Content. By uploading and publishing your Content, you affirm, represent, and warrant that: (a) you are the creator and owner of or have the necessary licenses, rights, consents, and permissions to use and to authorize Lance Bell For Kane and the Users to use and distribute your Content as necessary to exercise the licenses granted by you in this Section 11 and in the manner contemplated by Lance Bell For Kane and these Terms; (b) your Content does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (ii) slander, defame, libel, or violate or invade the right of privacy, publicity or other rights of any person or entity; and (iii) your Content does not contain any viruses, adware, spyware, worms, or other malicious code or any content or file that provides a method to access to potentially infringing content outside of any of the Lance Bell For Kane Services. Violators of these third-party rights may be subject to criminal and civil liability. Lance Bell For Kane reserves all rights and remedies against any Users who violate these Terms.

11.5 Content Disclaimer.

You understand that when accessing or using any of the Lance Bell For Kane Services you may be exposed to Content or other materials from a variety of sources, and that Lance Bell For Kane is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such Content and other content. You further understand and acknowledge that you may be exposed to Content and other materials that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Lance Bell For Kane with respect thereto. Lance Bell For Kane does not endorse any Content and other material or any opinion, recommendation or advice expressed therein, and Lance Bell For Kane expressly disclaims any and all liability in connection with Content and other materials. If notified by a User or a content owner of any Content or other content or materials that allegedly do not conform to these Terms, Lance Bell For Kane may investigate the allegation and determine in its sole discretion whether to remove the Content or other content or materials, which it reserves the right to do at any time and without notice. For clarity, Lance Bell For Kane does not permit copyright infringing activities on or through any of the Lance Bell For Kane Services.

12. Prohibited Conduct; Links to the Site.

12.1 Prohibited Conduct.

BY ACCESSING OR USING THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES YOU AGREE NOT TO:

(a) Decipher, decompile, disassemble, reverse engineer, modify, translate, or otherwise attempt to derive source code, algorithms, tags, specifications, architectures, structures or other elements of the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services, in whole or in part (except to the extent that the laws of your jurisdiction make such restrictions unenforceable);

(b) Access or use the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services for the benefit of anyone other than yourself except in accordance with these Terms, including selling, reselling or distributing, in whole or in part, the Fundraising Services, the Lance Bell For Kane Platform or using the Fundraising Services or the Lance Bell For Kane Platform as part of a service bureau or outsourcing offering;

(c) Provide any services, directly or indirectly, that are similar to, or based on, the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services;

(d) Copy, disclose, or distribute any data or other information available through the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services and/or information, in any medium, including without limitation on the Site, by any automated or non-automated “scraping;”

(e) Interfere with, circumvent or disable any security or other technological features or measures of any of the Lance Bell For Kane Services or attempt to gain unauthorized access to any of the Lance Bell For Kane Services or its related systems or networks;

(f) Use bots or other automated methods to: access the Fundraising Services, the Lance Bell For Kane Platform and/or any of the other Lance Bell For Kane Services, or download any information, send or redirect messages or perform any other activities through any of the Lance Bell For Kane Services;

(g) Take any action that Lance Bell For Kane determines, in its sole discretion, imposes or may impose, an unreasonable or disproportionately large load on its infrastructure;

(h) Upload invalid data, viruses, worms or other software agents through the Lance Bell For Kane Platform and/or any of the other Lance Bell For Kane Services;

(i) Collect or derive any personally identifiable information, including names, email addresses from the Fundraising Services, the Lance Bell For Kane Platform and/or any of the other Lance Bell For Kane Services except as may be expressly contemplated by these Terms and the Privacy Policy;

(j) Impersonate any person or entity, use a fictitious name, or misrepresent your affiliation with a person or entity;

(k) Use the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services for any unlawful or inappropriate activities, such as transmission of deceptive messages, or harassment; or

(l) Use any of the Lance Bell For Kane Services for any commercial solicitation purposes except as may be expressly contemplated by these Terms.

12.2 Links to the Site.

Unless otherwise agreed in writing by Lance Bell For Kane, you must adhere to following linking policy: (a) the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with Lance Bell For Kane’s or its licensors’ names and trademarks; (b) the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with, or associated with Lance Bell For Kane; and (c) when selected by a user, the link to the Site must display the Site on full-screen and not within a “frame” on the linking website, except as permitted by Lance Bell For Kane for purposes of embedding a campaign form onto an Organization’s website. Lance Bell For Kane reserves the right to revoke its consent to the link at any time and in its sole discretion.

13. Third-Party Sites.

The Lance Bell For Kane Platform and the other Lance Bell For Kane Services may now or in the future include links or references to other web sites or services (“Third-Party Sites”) solely as a convenience to the Organizations and other Users. Lance Bell For Kane does not endorse any such Third-Party Sites or the services, information, materials, products, or services contained on or accessible through Third-Party Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through any of the Lance Bell For Kane Services are solely between you and such advertiser. Access and use of Third-Party Sites, including the information, materials, products, and services on or available through Third-Party Sites are solely at your own risk.

14. Mobile and Data Services.

You are responsible for any mobile and data charges that you may incur for accessing and using the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services. If you’re unsure what those charges may be, you should ask your service provider before using any of the Lance Bell For Kane Services.

15. Termination; Terms of Use Violations; Effect of Termination.

15.1 Lance Bell For Kane.

You agree that Lance Bell For Kane in its sole discretion, for any or no reason, and without penalty, may terminate your access and use of the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services or any Account (or any part thereof) that you may have with Lance Bell For Kane and remove and discard all or any part of your Account, user profile, at any time. Lance Bell For Kane may also in its sole discretion and at any time prohibit you from accessing and using the Fundraising Services, the Lance Bell For Kane Platform or discontinue providing access to the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services, or any part thereof, with or without notice. You understand and agree that if Lance Bell For Kane terminates your right to access or use any of the Lance Bell For Kane Services or your account for any reason, then Lance Bell For Kane may hold any funds in your Account during the Hold Period. Any funds that are still in your Account after the Hold Period, less any applicable fees, will be paid out to you according to your payout schedule, assuming all payout-related authentication requirements have been fulfilled. You agree that any termination of your ability to access or use the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services or any Account you may have or portion thereof may be effected without prior notice, and you agree that Lance Bell For Kane will not be liable to you or any third party for any such termination. Lance Bell For Kane reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Lance Bell For Kane to disclose the identity of anyone that is believed to violate these Terms. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies that Lance Bell For Kane may have at law or in equity. As provided herein, Lance Bell For Kane does not permit copyright infringing activities on the Lance Bell For Kane Platform, the Site or any of the other Lance Bell For Kane Services, and Lance Bell For Kane shall be permitted to terminate access to the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services. BY ACCEPTING THESE TERMS, YOU WAIVE AND SHALL HOLD LANCE BELL FOR KANE HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY LANCE BELL FOR KANE DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER LANCE BELL FOR KANE OR LAW ENFORCEMENT AUTHORITIES.

15.2 You.

Your only remedy with respect to any dissatisfaction with (i) the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services, (ii) any term of these Terms or (iii) any policy or practice of Lance Bell For Kane in providing the Fundraising Services or operating the Lance Bell For Kane Platform or the other Lance Bell For Kane Services is to terminate your use of the Fundraising Services, the Lance Bell For Kane Platform, any of the other Lance Bell For Kane Services and your Account (if any). You may terminate your use of the Fundraising Services, the Lance Bell For Kane Services and your Account (if any) at any time.

15.3 Effect of Termination.

If your Account is terminated for any reason or no reason, you agree: (a) to continue to be bound by these Terms, (b) to immediately stop using the Fundraising Services and the Lance Bell For Kane Platform and to remove all payment card logos from your website and wherever else they are displayed, (c) that the Right to Use and the License shall automatically terminate, (d) that we reserve the right (but have no obligation) to delete all of your information and Account data stored on our servers, and (e) that we shall not be liable to you or any third party for termination of access to the Fundraising Services or the Lance Bell For Kane Platform, deletion of your information or Account data, or export of your information or Account data.

16. Ownership; Feedback.

16.1 Ownership.

Lance Bell For Kane shall own all right, title and interest in the Fundraising Services, the Lance Bell For Kane Platform, the Site and the other Lance Bell For Kane Services. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Lance Bell For Kane Services provided by Lance Bell For Kane (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Materials contained on the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services are the property of Lance Bell For Kane or its subsidiaries or affiliated companies, and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to Lance Bell For Kane or its affiliates and/or third-party licensors. Except as expressly authorized by Lance Bell For Kane, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. Lance Bell For Kane reserves all rights not expressly granted in these Terms.

16.2 Feedback.

You grant to Lance Bell For Kane a royalty-free, worldwide, irrevocable, perpetual license to use, publish, edit, translate, distribute, display and incorporate any ratings, comments, suggestions, feedback, improvement requests or other recommendations you provide relating to the Fundraising Services, the Lance Bell For Kane Platform or any of the other Lance Bell For Kane Services without restriction (“Feedback”). You should not submit any Feedback to us that you do not wish to license to us as stated above. We have no obligation (a) to maintain any Feedback in confidence; (b) to pay any compensation for any Feedback; or (c) to respond to any Feedback. You grant us the right to use the name that you submit in connection with any Feedback.

17. Indemnification.

You agree to indemnify, save, and hold Lance Bell For Kane its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any third-party claims, losses, damages, or liabilities, including legal fees and expenses, arising out of your use or misuse of the Fundraising Services, the Lance Bell For Kane Platform, the Site or any of the other Lance Bell For Kane Services, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. Lance Bell For Kane reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Lance Bell For Kane and you agree to cooperate with Lance Bell For Kane’s defense of these claims. Lance Bell For Kane will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

18. No Warranties; Disclaimers.

18.1 NO WARRANTIES.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, LANCE BELL FOR KANE AND ITS AFFILIATES, CONTRACTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, THIRD-PARTY PARTNERS, LICENSORS AND SUPPLIERS (COLLECTIVELY, THE “LANCE BELL FOR KANE PARTIES”) DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED WITH RESPECT TO THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE AND THE OTHER LANCE BELL FOR KANE SERVICES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, LANCE BELL FOR KANE PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, THAT THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE OR THE OTHER LANCE BELL FOR KANE SERVICES, INCLUDING, WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY INTENDED RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE LANCE BELL FOR KANE PARTIES OR THROUGH THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE OR THE OTHER LANCE BELL FOR KANE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

18.2 “As Is” and “As AVAILABLE” AND “WITH ALL FAULTS”.

YOU EXPRESSLY AGREE THAT THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES, ANY DATA, ASSESSMENTS, RESULTS, INFORMATION, THIRD-PARTY SOFTWARE, CONTENT, THIRD-PARTY SITE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.

18.3 Lance Bell For Kane Platform Operations and Content.

THE LANCE BELL FOR KANE PARTIES DO NOT WARRANT THAT THE DATA, RESULTS, CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES, OR ANY THIRD-PARTY SITE WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.

18.4 Accuracy.

EXCEPT AS SPECIFICALLY PROVIDED IN WRITING BY LANCE BELL FOR KANE, THE LANCE BELL FOR KANE PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM AND THE OTHER LANCE BELL FOR KANE SERVICES OR ANY THIRD-PARTY SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

18.5 Harm to Your Computer.

YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN CONTENT, INFORMATION, MATERIALS, ASSESSMENTS, RESULTS OR DATA THROUGH THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES OR ANY THIRD-PARTY SITE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

19. LIMITATION OF LIABILITY AND DAMAGES.

19.1 Limitation of Liability.

UNDER NO CIRCUMSTANCES, INCLUDING, NEGLIGENCE, WILL THE LANCE BELL FOR KANE PARTIES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES OR ANY THIRD-PARTY SITE, EVEN IF LANCE BELL FOR KANE OR A LANCE BELL FOR KANE AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

19.2 Limitation of Damages.

IN NO EVENT WILL THE LANCE BELL FOR KANE PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO YOUR ACCESS AND USE OF THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES OR THESE TERMS, OR YOUR INTERACTION WITH OTHER USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE PROCESSING FEES PAID BY YOU (LESS ANY PART OF THE PROCESSING FEES PAID TO, OR RETAINED BY, A THIRD PARTY (E.G., THE ACQUIRER, AN ISSUING BANK, ETC.) DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM.

19.3 Release for Disputes between Users.

If you have a dispute with any other Users (including between Organizations) or other third parties, you hereby release Lance Bell For Kane and the other Lance Bell For Kane Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”

19.4 Third-party Sites.

THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD-PARTY SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN LANCE BELL FOR KANE AND RECEIVED THROUGH OR ADVERTISED ON ANY OF THE LANCE BELL FOR KANE SERVICES OR RECEIVED THROUGH ANY THIRD-PARTY SITES.

19.5 Basis of the Bargain.

YOU ACKNOWLEDGE AND AGREE THAT LANCE BELL FOR KANE HAS OFFERED THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM, THE SITE AND THE OTHER LANCE BELL FOR KANE SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND LANCE BELL FOR KANE, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND LANCE BELL FOR KANE. LANCE BELL FOR KANE WOULD NOT BE ABLE TO PROVIDE THE FUNDRAISING SERVICES, THE LANCE BELL FOR KANE PLATFORM OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

19.6 Limitations by Applicable Law.

CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THESE TERMS APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.

20. Export Controls.

You agree not to import, export, re-export, or transfer, directly or indirectly, any part of the Lance Bell For Kane Platform or other Lance Bell For Kane Services or any underlying intellectual property, information or technology except in full compliance with all United States, foreign and other applicable export control laws and regulations.

21. Miscellaneous.

21.1 Notice.

Lance Bell For Kane may provide you with notices, including those regarding changes to these Terms, by email, regular mail or postings on any of the Lance Bell For Kane Services. Notice will be deemed given twenty-four hours after the email is sent, unless Lance Bell For Kane is notified that the email address is invalid. Alternatively, Lance Bell For Kane may give you legal notice by mail to a postal address, if provided by you through any of the Lance Bell For Kane Services. In such case, notice will be deemed given three (3) days after the date of mailing. Notices posted on any of the Lance Bell For Kane Services are deemed given thirty (30) days following the initial posting.

21.2 Waiver.

The failure of Lance Bell For Kane to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Lance Bell For Kane.

21.3 Dispute Resolution.

If a dispute arises between you and Lance Bell For Kane, the goal is to provide you with a neutral and cost-effective method of resolving the dispute quickly. Accordingly, you and Lance Bell For Kane agree that any dispute, claim or controversy at law or equity that arises out of these Terms, the Fundraising Services, the Lance Bell For Kane Platform, the Site or any of the other Lance Bell For Kane Services (a “Dispute”) will be resolved in accordance with this Section 21.3 or as Lance Bell For Kane and you otherwise agree in writing. Before resorting to these dispute methods, Lance Bell For Kane strongly encourages you to first contact Lance Bell For Kane directly to seek a resolution.

(a) Choice of Law. These Terms shall be governed in all respects by the laws of the State of Delaware, without regard to its conflict of law provisions. EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO ANY DISPUTE OR OTHERWISE IN CONNECTION WITH THESE TERMS OR ANY OF THE LANCE BELL FOR KANE SERVICES.

(b) Arbitration and Class Action Waiver.

PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS.

(i) ARBITRATION. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND LANCE BELL FOR KANE (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) IN CONNECTION WITH THESE TERMS OR ANY OF THE LANCE BELL FOR KANE SERVICES, INCLUDING WITHOUT LIMITATION YOUR RIGHTS OF PRIVACY WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION’S RULES FOR ARBITRATION AND YOU AND LANCE BELL FOR KANE HEREBY EXPRESSLY WAIVE TRIAL BY JURY. ANY ARBITRATION SHALL BE IN ENGLISH AND THE PLACE OF ARBITRATION SHALL BE NEW ORLEANS, LOUISIANA. YOUR ARBITRATION FEES AND YOUR SHARE OF ARBITRATOR COMPENSATION SHALL BE GOVERNED BY SUCH RULES. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND LANCE BELL FOR KANE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. YOU MAY BRING DISPUTES ONLY ON YOUR OWN BEHALF.

Neither you nor Lance Bell For Kane will participate in a class action or class-wide arbitration for any disputes covered by these Terms to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST LANCE BELL FOR KANE INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if Lance Bell For Kane is a party to the proceeding.

This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. The arbitration may be conducted in person, through the submission of documents, by phone or online. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.

(ii) Judicial Forum for Disputes. In the event that the agreement to arbitrate under Section 21.3(b) is found not to apply to you or your claim, you and Lance Bell For Kane agree that any judicial proceeding (other than small claims actions) must be brought solely and exclusively in, and will be subject to the service of process and other applicable procedural rules of, the federal or state courts covering Dover County, Delaware. Both you and Lance Bell For Kane irrevocably consent to venue and personal jurisdiction there. Notwithstanding the foregoing, Lance Bell For Kane may bring a claim for equitable relief in any court with proper jurisdiction.

(iii) Survival. This arbitration agreement will survive the termination of your use of the Fundraising Services or any of the other Lance Bell For Kane Services or your relationship with Lance Bell For Kane.

(c) 30 Day Right to Opt-Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in this Section 21.3 above by sending written notice of your decision to opt-out to lbell@servingintel.com. The notice must be sent to Lance Bell For Kane within thirty (30) days of your use of any of the Lance Bell For Kane Services or agreeing to these Terms, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

(d) Improperly Filed Claims. All claims you bring against Lance Bell For Kane must be resolved in accordance with this Section 21.3. All claims filed or brought contrary to this Section 21.3 shall be considered improperly filed. Should you file a claim contrary to this Section 21.3, Lance Bell For Kane may recover attorneys’ fees and costs up to $15,000, provided that Lance Bell For Kane has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

(e) Prevailing Party. In the event that either party institutes any legal suit, action or proceeding against the other party arising out of or relating to these Terms, the Privacy Policy, or any of the other Lance Bell For Kane Services, the prevailing party in the suit, action or proceeding shall be entitled to receive in addition to all other damages to which it may be entitled, the costs incurred by such party in conducting the suit, action or proceeding, including reasonable attorneys’ fees and expenses and court costs.

(f) Limitation on Time to File Claims. ANY CAUSE OF ACTION OR DISPUTE YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS, THE PRIVACY POLICY, THE FUNDRAISING SERVICES OR ANY OF THE OTHER LANCE BELL FOR KANE SERVICES OR YOUR RELATIONSHIP WITH LANCE BELL FOR KANE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR DISPUTE IS PERMANENTLY BARRED.

21.4 Severability.

If any provision of these Terms (including any Additional Agreements and Policies) is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

21.5 Relationship of the Parties.

The parties agree that nothing in these Terms shall be construed as creating a joint venture, partnership, franchise, agency, employer/employee, or similar relationship between the parties, or as authorizing either party to act as the agent of the other. You are and will remain an independent contractor in your relationship to Lance Bell For Kane. Nothing in these Terms shall create any obligation between either party and a third party.

21.6 Assignment.

These Terms and related Additional Agreements and Policies, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Lance Bell For Kane without restriction. Any assignment attempted to be made in violation of these Terms shall be void.

21.7 Survival.

Upon termination of these Terms, your use of the Site, any of the other Lance Bell For Kane Services or your relationship with Lance Bell For Kane any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 2, 4 and 9 – 21.

21.8 Headings.

The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.

21.9 Entire Agreement.

These Terms, together with the Privacy Policy, the Merchant Services Agreement, the Additional Agreements and the Policies, are the entire agreement between you and Lance Bell For Kane relating to the subject matter herein and will not be modified except by a change to these Terms or Policies made by Lance Bell For Kane as set forth in Section 8 above or as provided in the Merchant Services Agreement and any Additional Agreement.

21.10 No Agency.

No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by these Terms.

21.11 Geographic Restrictions.

Lance Bell For Kane is based in the state of Louisiana in the United States. Lance Bell For Kane makes no claims that accessing or using or that any of the Lance Bell For Kane Services or any of the content is accessible or appropriate outside of the United States. Accessing or using the Lance Bell For Kane Platform, the Site or any of the other Lance Bell For Kane Services may not be legal by certain persons or in certain countries. If you access any of these Lance Bell For Kane Services from outside the United States, you do so on your own initiative and are responsible for compliance with local laws and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Lance Bell For Kane with respect thereto.

21.12 Electronic Communications.

The communications between you and Lance Bell For Kane use electronic means, whether you visit the Site or the other Lance Bell For Kane Services or send Lance Bell For Kane emails, or whether Lance Bell For Kane posts notices on the Site or the other Lance Bell For Kane Services or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Lance Bell For Kane in an electronic form; and (b) agree that all terms, conditions, agreements, notices, disclosures, and other communications that Lance Bell For Kane provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. The foregoing does not affect your statutory rights.

21.13 Disclosures.

The Fundraising Services, the Lance Bell For Kane Platform, the Site and the other Lance Bell For Kane Services are offered by Lance Bell For Kane, Inc.¸1340 Poydras Street, Suite 1770, New Orleans LA 70112 and email: lbell@servingintel.com.

If you are a California resident, you may have this same information emailed to you by sending a letter to Lance Bell For Kane, Inc.¸1340 Poydras Street, Suite 1770, New Orleans LA 70112 with your email address and a request for this information.

California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

Exhibit A – Billing Agreement Terms and Conditions

These Terms and Conditions are entered into pursuant to the Agreement between the ORGANIZATION and its parents, subsidiaries, and affiliates, and the VENDOR.

1. Services.

ORGANIZATION and VENDOR intend to increase fundraising opportunities for the ORGANIZATION, which will involve the use and disclosure of VENDOR’s Confidential Information including trade secrets (such as online advertising opportunities, e-mail list rentals, lead generation services, display advertising, names of clients and advertisers), and related pricing (“the Services”).

2. Fundraising Fee.

In exchange for the Services, ORGANIZATION shall pay VENDOR a percentage of the gross online fundraising revenue received by the ORGANIZATION raised as a result of the VENDOR’s Services (the “Fundraising Fee”).

3. Payment.

The Parties authorize LANCE BELL FOR KANE to collect donations on behalf of the ORGANIZATION and issue payments to the ORGANIZATION and to the VENDOR for the Fundraising Fee.

4. Indemnification.

The Parties hereby agree to indemnify LANCE BELL FOR KANE and hold LANCE BELL FOR KANE harmless from all liability, causes of action, or damages, including, but not limited to those associated with any of the terms, warranties, or representations made herein.

5. Representations, Warranties, and Covenants.

(a) VENDOR makes no warranties, guarantees, promises or representations, either express, implied, oral, written or otherwise, except as expressly set forth in this Agreement.

(b) ORGANIZATION agrees to provide full cooperation to VENDOR to yield the desired results set forth in this Agreement.

(c) Each party represents and warrants that (i) it has full power and authority to enter into this Agreement and perform its obligations herein; (ii) the execution, delivery, and performance of this Agreement will not infringe upon the rights of any third party; and (iii) that any content used in the fundraising campaign will comply with the Parties’ fundraising standards; and that the Parties hold the necessary rights to permit the use of such content for the purpose of this Agreement; and that the use, reproduction, distribution, or transmission of such content will not violate any criminal or other laws or any rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or rights of celebrity, violation of any anti-discrimination law or regulation, or any other right of any person or entity.

6. Non-Disclosure.

Each party acknowledges that it will have access to and make use of confidential business information of special and unique value including, but not limited to, trade secrets of the other party, client and prospective information, financial budgets, strategic plans, the names and backgrounds of key personnel, business materials and other information that the parties have provided each other in connection with the provision of the Services (collectively, the “Confidential Information”). The parties agree that neither party will copy, disclose, distribute, or make use of any Confidential Information for its own benefit or for the benefit of a business or entity other than the other party to this Agreement without prior written consent of the other party and shall maintain the confidentiality of the Confidential Information. This provision shall not apply to any information which (a) is or becomes publicly known through no wrongful act of the receiving party (b) is rightly received by the receiving party from a third party; or (c) is approved for such use or disclosure by the disclosing party in writing.

7. Assignment.

The Parties may not assign this agreement without written agreement and notice to LANCE BELL FOR KANE.

8. Termination.

These Terms and Conditions shall remain in force and effect until terminated by the Parties.

9. Notices.

All notices, requests or other communications hereunder shall be given in writing and delivered by any one of the following methods: (a) email, (b) regular, overnight or registered or certified mail (return receipt requested), with first class postage prepaid, (c) hand delivery, (d) facsimile or electronic transmission, or (e) overnight courier service.

10. Entire Agreement.

This agreement and all exhibits and attachments are the complete and exclusive agreement between the parties with the respect to the subject matter hereof, superseding all prior agreements (both written and oral) regarding such subject matter. This Agreement may only be modified, or any rights under it waived, by a written document executed by both parties.