Terms of Services
Terms of Services
Rally User Agreement and Terms of ServiceLast Updated: April 12, 2013
THE FOLLOWING USER AGREEMENT APPLIES TO RALLYPAY CLIENTS AND OUTLINES THE TERMS ON WHICH RALLYPAY ALLOWS YOU ACCESS TO AND USE OF OUR SERVICES.
Welcome to the user agreement (the “Agreement” or “User Agreement”) for Rally.
This Agreement describes the terms and conditions applicable to your use of our services available under the domain and sub-domains, and API integrations of http://rallypay.com (the “Site”), including but not limited to Rally™, and the general principles for the Web sites of any subsidiaries and international affiliates. If you do not agree to be bound by the terms and conditions of this Agreement, you may not use or access our services.
An “item” refers to anything that can be bought or sold on the Site, including but not limited to demographic data.
“Rally,” “We” and “Our” refer to Rally.
“You” and “Your” refers to you personally as Administrative Contact for the authorized business entity for which you represent that you have the authority to bind the entity to this Agreement.
The “Site” refers to the domain http://rallypay.com and all subdomains and API integrations thereof.
“Your Customer” refers to any entity that utilizes a Rally Site to provide an item of monetary value to You. This includes (but is not limited to) donations that are processed on the Rally Site at your direction.
“Your Information” refers to any information you provide to us or other users in connection with your use of the Site.
If you have any questions, please contact us at http://www.rallypay.com/corp/rally-help
E. Other sites.
We strongly recommend that, as you read this User Agreement, you also access and read the information contained in the other pages and Web sites referred to in this document, as they may contain further terms and conditions that apply to you as a Rally user.
Please note: Links to other sites can be identified by underlined words and phrases in the body of this document. By accepting this User Agreement, you also agree that your use of other Web sites will be governed by the User Agreements and Privacy Policies posted on those websites.
Rally amendments. Rally reserves the right to amend this Agreement at any time by posting the amended terms on the Site. Except as stated below or in the amendment, all amended terms shall automatically be effective seven (7) days after they are initially posted on the Site.
B. User amendments.
This Agreement may not be otherwise amended except in a writing signed by you and Rally.
C. Effective date.
This agreement is effective upon acceptance in registration for new registering users, and is otherwise effective on the date of access or use of the Site for all users.
Availability. Our services are available only to, and may only be used by individuals who can form legally binding contracts under applicable law. Our services are not available to children (persons under the age of 18, 13 with a parent or guardian permission), the mentally incompetent, or to temporarily or indefinitely suspended Rally members.
B. Collection of Client Information and Account Approval Process.
Prior to receiving access to a Rally Fundraising account, you will be required to provide information regarding the business entity that you are authorized to represent. Upon collection of this information, Rally and/or Rally partners will conduct a Client Approval process to validate your submission and the information provided about your business entity and / or yourself.
Upon completion of the Client Approval process, Rally will notify you that your account is in good standing and that you are authorized to process transactions, or that Rally has not approved your fundraising account request. Rally reserves the right to not approve account requests for any reason.
If you are a under the age of 18, you can use this service only in conjunction with, and under the supervision of your parents or guardians. If you do not qualify, please do not use our Site.
Further, you may not transfer or sell your Rally account and/or User ID, if any, to another party. If you are registering as a business entity, you represent that you have the authority to bind the entity to this Agreement.
4. FEES AND SERVICESA.
General Fees. Rally provides some or all of its services for a fee. Fees are quoted only in United States dollars, unless otherwise stated. You are responsible for paying all fees associated with using our service and the Site and all applicable taxes. Applicable fees will be described on the Site, and the statement of terms and conditions on the Site associated with the services is incorporated into this Agreement by reference.
B. Fee Changes.
We in our sole discretion may charge a fee, or may change the fees (or associated terms and conditions) charged, for any goods or services provided on the Site, and unless otherwise stated the changes are immediately effective upon posting on the Site. We may in our sole discretion change some or all of our services at any time.
C. New Services.
In the event we introduce a new service, the fees for that service are effective immediately upon the launch of the service.
Rally permits you to refund transactions to your donors. The Rallypay.com transaction fee per donation (5% to cover use of our platform, plus a 2.9% and 30 cent credit card/bank processing fee) remains regardless of donation status.
Time Limit For Refunds. Our time limit to offer refunds is 45 days after the transaction date. Donors are notified of this on their donation receipt. After 45 days, Rally will no longer be able to refund and it will be your responsibility to settle with the donor.
Refund and Chargeback Reserve. Rally reserves the right to hold funds for the use of refunds. It is possible that some of the held funds be held for up to 45 days after account is closed in case of late chargebacks and/or refunds, or held until 45 days after last transaction, whichever comes first.
5. YOUR INFORMATION, RESTRICTED ACTIVITIES, YOUR LICENSE AND THE RIGHTS OF YOUR CUSTOMERSA.
Responsibility For Your Information. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of Your Information. Rally does not endorse Your Information or any statements, opinions, recommendations, or advice expressed therein, and Rally expressly disclaims any and all liability in connection with Your Information.
B. Restricted Activities.
Your Information and your activities on the Site shall not:
- be false, inaccurate or misleading;
- be fraudulent or involve the sale of counterfeit or stolen items;
- infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
- violate any law, statute, ordinance or regulation (including, but not limited to, those governing elections, political advertising, campaign contributions, export control, consumer protection, unfair competition, antidiscrimination or false advertising);
- be obscene, defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
- be or contain child pornography or, if otherwise adult in nature or harmful to minors; involve adult entertainment, child pornography, debt collection, Telecommunication services, Door-to-door sales, Travel services, escort services, check cashing, massage parlors, prostitution, internet auctions or pharmacies, financial services, future services, gambling, medical marijuana dispensary, multi-level pyramid sales, timeshares, Payment Service Providers;
- impersonate another person or organization;
- be used as a vehicle for the delivery or dissemination of Spam;
- contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personally identifiable information; and
- create liability for Rally or cause us to lose (in whole or in part) the services of our ISPs or other suppliers.
D. Rights of Your Customers.
By agreeing to these Terms of Service and by using the Rally Site to process transactions, you agree to be bound by all federal, state and municipal rules related to the processing of financial transactions for the purposes of which the site is provided to you as applicable for Your nexus, the nexus of Your Customer, and the State of Texas.
In particular, you agree that all transactions processed on your behalf through the site shall be reversible by Your Customer through the exercise of routine contractual or statutory rights. This includes your customer contacting you directly, contacting Rally, contacting their banking institution, or contacting their credit card company to reverse a transaction.
E. Prohibitions against processing Transactions or receiving payments on behalf of, or (unless required by law) re-directing payments to any other party.
Covenant that the Sponsored Merchant is not a third-party beneficiary under the Agreement.
A third-party beneficiary provision, conferring on us beneficiary rights, but not obligations, to the Sponsored Merchant Agreement that will fully provide us with the ability to enforce the terms of the Sponsored Merchant Agreement against the Sponsored Merchant.
Acknowledgement from the Sponsored Merchant that it will be converted to a direct Card acceptance relationship with American Express if and when it becomes a High CV Sponsored Merchant, and an express agreement that, upon conversion, the Sponsored Merchant will be bound by our then-current Card acceptance agreement and that American Express will set the Discount and other fees payable by the Sponsored Merchant for Card acceptance.
6. ACCESS AND INTERFERENCEA.
Access. Rally hereby grants you permission to use the Site as set forth in this Agreement, provided that: (i) you will not reproduce, copy or distribute any part of the Site in any medium without Rally’s prior written authorization; (ii) you will not alter or modify any part of the Site other than as may be reasonably necessary to use the Site for its intended purpose; and (iii) you will otherwise comply with This Agreement. Additionally, you agree that you will not copy, reproduce, distribute, republish, frame, download, transmit, modify, adapt, create derivative works based on, rent, lease, loan, sell, assign, distribute, display, perform, license, sublicense, reverse engineer, disassemble, decompile, translate, download or otherwise appropriate all or any part of the Site except as expressly authorized herein.
As a condition of access to the Site and its services, Rally may require you to become a Member and establish a membership account with Rally. You may never use another’s account without permission.
If any Services provide password-restricted access to Your Contents, then by accessing or using this Site and setting up a password-restricted account for such Services, you consent to Rally’s display of such information via such Services and accept all risks of unauthorized access to such information. Rally reserves the right to establish different levels or durations of periods of membership, to charge for membership, access to the Site, content or services available through the Site, or any other use of the Site, to prohibit or limit membership, and to modify or revise the terms of membership, the duration of any period of membership at any level, or the amount or nature of any charges, at any time without notice. You are solely responsible for the activity that occurs on your account. Although Rally will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of Rally or others due to such unauthorized use.
Rally, in its sole discretion, may (but has no obligation to) monitor or review your use of the Site at any time. Rally may at any time without notice and in its sole discretion: (a) terminate a service or an area of the Site; and (b) disclose any information related to your use of the Site, or the substance of Your Information, as Rally deems necessary to comply with applicable law, regulation, legal process or governmental request. You agree that you will not disclose any personally identifiable information about any child under the age of 13 years. You agree to use extra care when disclosing any personally identifiable information about yourself or any child over the age of 13 years.
Rally reserves the right to discontinue or cease operation, permanently or temporarily, intentionally or unintentionally, of the Site, or any aspect thereof, at any time for any reason or none at all. Rally may block, restrict, disable, suspend or terminate your access to all or part of the Site, including but not limited to Your Information, at any time in Rally’s sole discretion, without prior notice to You and without liability to You, whether or not you have paid for services or the membership.
The Site contains robot exclusion headers. Much of the information on the Site is updated on a real time basis and is proprietary or is licensed to Rally by our users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Additionally, you agree that you will not:
- take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure;
- copy, reproduce, modify, create derivative works from, distribute or publicly display any content (except for Your Information) from the Site without the prior expressed written permission of Rally and the appropriate third party, as applicable; and
- interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site;
- bypass our robot exclusion headers or other measures we may use to prevent or
- restrict access to the Site.
Without limiting other remedies, we may limit your activity and/or temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide our services to you if;
- you breach this Agreement or the documents it incorporates by reference;
- we are unable to verify or authenticate any information you provide to us; or
- we believe that your actions may cause financial loss or legal liability for you, our users or us.
8. PRIVACY, STORAGE AND LICENSE OF YOUR CUSTOMER DATAA.
C. License of Your Customer Data.
9. NO WARRANTY. RALLYPAY, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND OUR SUPPLIERS PROVIDE OUR WEB SITE AND SERVICES “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. RALLYPAY, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND OUR SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT GUARANTEE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO OUR SERVICES, AND OPERATION OF THE SITE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.
10. LIABILITY LIMIT. IN NO EVENT SHALL WE, OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES CARD BRANDS OR OUR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH OUR SITE, OUR SERVICES OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE).
OUR LIABILITY, AND THE LIABILITY OF OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, CARD BRANDS AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $500.00. Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party. Your indemnity obligation under this paragraph includes, without limitation, the obligation to reimburse reasonable attorneys’ fees and expenses incurred in connection with any governmental action or investigation relating to your use of the Site.
12. LEGAL COMPLIANCE
You shall comply with all applicable state, federal, domestic and international laws, statutes, ordinances and regulations regarding your use of our services.
13. NO AGENCY; EXCEPTION
You and Rally are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement; provided, however, Rally will be acting solely on your behalf as your agent to the extent Rally receives and holds funds obtained from your Customers. Rally will not be initiating payment transfers or receiving or holding funds on behalf or as agent or contractor for your Customers in connection with Rally’s services under this Agreement.
Except as explicitly stated otherwise, any notices pertaining to Rally shall be given by postal mail to
Rally, Attn: Legal Department
995 Market Street, 2nd Floor
San Francisco, CA. 94105
or in Your case the e-mail address you provide to Rally during the registration process or otherwise. Notice shall be deemed actionable twenty-four (24) hours after e-mail is sent, unless the sending party
is notified that the e-mail address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Rally during the registration process or otherwise. In such case, notice shall be deemed actionable three (3) days after the date of mailing.
15. COPYRIGHT INFRINGEMENT/DIGITAL MILLENNIUM COPYRIGHT ACT (“DMCA”).
Rally does not permit copyright infringing activities and infringement of intellectual property rights on the Site, and Rally reserves the right to take all appropriate measures to prevent infringing activities on the Site, including but not limited to removing or disabling access to items and/or terminating access to the Site by repeat infringers, i.e. someone who has been notified of infringing activity more than twice and/or has had items removed from the Site more than twice. Rally will remove or disable access to an item if properly notified that the item infringes on another’s intellectual property rights. The person who has supplied the allegedly infringing item may then supply a counter-notice including (i) a physical or electronic signature of the user; (ii) identification of the material that has been removed, or to which access to has been disabled, and the location at which the material appeared before it was removed or disabled; (iii) a statement under penalty of perjury that the person has a good faith belief that the material was removed or disabled as a result of mistake or a misidentification of the material; and the person’s name, address and telephone number and a statement that the person consents to the jurisdiction of the Federal Court for the judicial district in which the person’s address is located, or if the person’s address is located outside the United States, for any judicial district in which Rally is located, and that User will accept service of process from the person who provided notification of the alleged infringement.
If Rally’s Designated Agent receives a counter-notice, a copy of the counter-notice will be sent to the original complaining party informing that person that it will replace the removed material or cease disabling it within 10 business days. Unless the copyright owner files an action seeking a court order against the user, the removed material will be replaced, or access to it restored, within 14 business days after receipt of the counter-notice.
Submit claims of infringement to Rally’s Designated Agnet in the following ways:
Attn: Copyright Agent
995 Market Street, 2nd Floor
San Francisco, CA. 94105
A complete statement of the parties’ rights and obligations under Rally’s Copyright Infringement policy can be found athttp://www.rallypay.com/corp/copyright-policy/.
16. ADDITIONAL TERMS
The following policies are incorporated into this Agreement by reference and provide additional terms and conditions related to specific services offered on the Site:
Copyright Infringement Policy: http://www.rallypay.com/corp/copyright-policy/
American Express Compliance.
Sponsored Merchant agrees to comply with all Applicable laws, rules and regulations, including the American Express Merchant Operating Guide requirements, which are incorporated into this Agreement by reference as if they were fully set forth in the Agreement. The American Express Merchant Operating Guide may be viewed at: www.americanexpress.com/merchantopguide
AMERICAN EXPRESS COMPLIANCE REQUIREMENTS:
Processing Restrictions. Sponsored Merchant is prohibited from processing Transactions or receiving payments on behalf of, or (unless required by law) re-directing payments to any other party.
Sponsored Merchant warrants that it does not hold third party beneficiary rights to any agreements between Payment Service Provider and American Express and at no time will attempt to enforce any such agreements against American Express Sponsored Merchant confers on American Express the beneficiary rights, but not obligations, to the Sponsored Merchant’s Agreement and subsequent addendums (collectively the “Agreement”) between Sponsored Merchant and Payment Service Provider and, as such, American Express has the express right to enforce the terms of the Agreement against the Sponsored Merchant.
In the event that Sponsored Merchant’s Estimated Annual Charge Volume becomes $1,000,000 USD or greater, Sponsored Merchant will become a direct Card-accepting merchant under the standard American Express acceptance program and cease to be a Sponsored Merchant under Payment Service Provider. As a direct Card-accepting merchant, Sponsored Merchant will be bound by American Express Card acceptance agreement and American Express’s Discount and other fees and assessments shall apply.
This Agreement shall be governed in all respects by the laws of the State of Texas as such laws are applied to agreements entered into and to be performed entirely within Texas between Texas residents. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be assigned by Rally, in our sole discretion, Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. Sections 4 (Fees and Services) with respect to fees owed for our services, 5C (License), 6 (Access and Interference), 9 (No Warranty),10 (Liability Limit), 11 (Indemnity) and 15 (Copyright Infringement/DMCA) shall survive any termination or expiration of this Agreement.
The services hereunder are offered by Rally, located at 995 Market Street, 2nd Floor, San Francisco, CA. 94105.
Pursuant to 47 U.S.C. § 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at Get Net Wise, www.getnetwise.org, Safety.com, www.safety.com or by using Google or other search engine to find Websites with the search phrase “parental control.”
Disputes between you and Rally regarding our services may be reported to Customer Support by going tohttp://www.rallypay.com/corp/rally-help