{"id":31835,"date":"2025-05-05T12:03:20","date_gmt":"2025-05-05T19:03:20","guid":{"rendered":"https:\/\/pro-migration.local\/?page_id=31835"},"modified":"2026-05-15T09:57:30","modified_gmt":"2026-05-15T16:57:30","slug":"nonprofit-terms","status":"publish","type":"page","link":"https:\/\/pro.gofundme.com\/c\/legal\/nonprofit-terms\/","title":{"rendered":"Terms of Service for NPOs"},"content":{"rendered":"\n
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GoFundMe Pro – Terms of Service for NPOs<\/strong><\/h1>\n<\/div>\n\n\n\n

Effective Date:  May 15, 2026<\/p>\n\n\n\n

1. Introduction<\/h2>\n\n\n\n

Welcome to GoFundMe Pro! If you\u2019re accepting these terms to access any of GoFundMe\u2019s nonprofit-focused products and services (including licensing of the GoFundMe Pro Platform or access to GoFundMe APIs, use of the GoFundMe Pro Services, and\/or licensing or use of Third Party Products made available by GoFundMe), then you as the authorized representative for your non-profit organization (\u201cNPO\u201d) agree to be subject to the terms of service set forth herein with GoFundMe, Inc. and\/or its affiliates. If you are an organization organized under laws other than those of the United States and fundraising using GoFundMe\u2019s services, please refer to Section 3.1 below. You represent and warrant that you have the necessary and full right, power, authority, and capability to accept this Agreement, to bind your NPO to comply with the terms in this Agreement.<\/p>\n\n\n\n

2. Definitions<\/h2>\n\n\n\n

Capitalized terms used herein are defined in this Section 2 (Definitions), unless otherwise defined within the body of these Terms of Service:<\/p>\n\n\n\n

2.1 \u201cAffiliates\u201d of a designated corporation, company, partnership, or other entity means all entities which control, are controlled by, or are under common control with the named entity, whether directly or through one or more intermediaries. For purposes of this definition, \u201ccontrolled\u201d and \u201ccontrol\u201d mean ownership of more than 50% of the voting capital stock or other interest having voting rights with respect to the election of the board of directors or similar governing authority.<\/p>\n\n\n\n

2.2 \u201cAgreement\u201d means these Terms of Service, together with any Order Terms accepted by the parties.<\/p>\n\n\n\n

2.3 \u201cConfidential Information\u201d means any non-public, proprietary information of a party to this Agreement disclosed by one party to the other that is in written, graphic, machine readable, or other tangible form and is marked \u201cConfidential,\u201d \u201cProprietary\u201d or in some other manner to indicate its confidential nature or would reasonably be understood to be confidential. For the sake of clarity, information about GoFundMe\u2019s business processes, technology, beta products, and pricing for its product and services is deemed to be Confidential Information. Confidential Information also includes oral disclosures if that information would reasonably be understood to be confidential from the context of disclosure.<\/p>\n\n\n\n

2.4 \u201cData Protection Laws\u201d means any applicable laws, regulations, and other legal or self-regulatory requirements in any jurisdiction relating to privacy, data protection, data security, breach notification, or the Processing of Personal Data.<\/p>\n\n\n\n

2.5 \u201cDocumentation\u201d means the user instructions, release notes, manuals, or online help files in the form generally made available by GoFundMe, regarding the use of the applicable GoFundMe Pro Offering, as updated by GoFundMe from time to time.<\/p>\n\n\n\n

2.6 \u201cEffective Date\u201d with respect to this Agreement means the earlier of (i) date that NPO accepts this Agreement and (ii) the date the NPO first started receiving any NPO-related services from GoFundMe.<\/p>\n\n\n\n

2.7 \u201cEnd User\u201d means a user who registers or signs up for or otherwise uses the GoFundMe Pro Platform in connection with NPO\u2019s Fundraiser(s).<\/p>\n\n\n\n

2.8 \u201cExport Laws\u201d means export control laws and regulations of the countries and\/or territories in which GoFundMe operates or in which the GoFundMe Pro Offerings are used, accessed, or from which the GoFundMe Pro Offerings are provided.<\/p>\n\n\n\n

2.9 \u201cFeedback\u201d means any idea, suggestion, feedback, and\/or proposal provided by NPO to GoFundMe related to its current or future products or services.<\/p>\n\n\n\n

2.10 \u201cFundraiser\u201d means NPO\u2019s online fundraising campaign and other fundraising activities conducted through the GoFundMe Pro Offerings, including NPO Pages if any. Fundraisers include those that are published on GoFundMe\u2019s websites and applications and third-party properties (e.g., NPOs\u2019 websites), where the NPO is designated as a beneficiary.<\/p>\n\n\n\n

2.11 \u201cGoFundMe\u201d means GoFundMe, Inc. and\/or its Affiliate as may be specified in the applicable Order Terms, with a principal place of business at 815 E Street #121270, San Diego, CA 92112.<\/p>\n\n\n\n

2.12 \u201cGoFundMe Pro Offerings\u201d means collectively, the GoFundMe Pro Platform and GoFundMe Pro Services.<\/p>\n\n\n\n

2.13 \u201cGoFundMe Pro Platform\u201d means GoFundMe\u2019s websites, cloud-based platform, software, applications, pixels\/cookies and similar technologies, and the associated data, information, tools, and functionalities, that enable NPO\u2019s online fundraising capabilities, whether through direct donations, auctions, streaming, or other capabilities.<\/p>\n\n\n\n

2.14 \u201cGoFundMe Pro Services\u201d means collectively, (a) Professional Services; (b) Support Services; and (c) any other services set forth in Order Terms.<\/p>\n\n\n\n

2.15 \u201cIntegration\u201d means an integration between the GoFundMe Pro Platform and Third Party Products that causes the GoFundMe Pro Platform and Third Party Products to interact by sharing data and\/or creating interoperability.<\/p>\n\n\n\n

2.16 \u201cIntellectual Property\u201d means any and all intellectual property and proprietary rights (in whole or in part) recognized in any country or jurisdiction in the world, now or hereafter existing, and whether or not perfected, filed, or recorded, including inventions, technology, patent rights (including patent applications, divisions, and disclosures), copyrights and all works of authorship (whether or not copyrightable), moral rights, trade secrets, trademarks and other indicators of source (and the goodwill associated therewith), service marks, trade dress, logos, methodologies, procedures, processes, know-how, techniques, protocols, various concepts, ideas, methods, models, templates, software, source code, algorithms, tools, utilities, the generalized features of the structure, sequence and organization of software, user interfaces and screen designs, layouts, general purpose consulting and software tools, utilities and routines, and logic, coherence and methods of operation of systems, training methodology and materials, which GoFundMe has created, acquired, or otherwise has rights in, and may, in connection with the GoFundMe Pro Platform or the performance of GoFundMe Pro Services hereunder, create, employ, provide, modify, create, acquire, or otherwise obtain rights in, and in each case includes any derivative works, alterations, and other modifications using, incorporating, based on, or derived from the foregoing.<\/p>\n\n\n\n

2.17 \u201cOrder Terms\u201d means the pricing terms, order form, quote, statement of work, website or application terms, or similar document and the terms and conditions contained therein agreed to by the parties that describes order-specific information, such as a description of GoFundMe Pro Offerings ordered, term, features, options, license details, and fees.<\/p>\n\n\n\n

2.18 \u201cOn-Platform Fundraiser\u201d means a Fundraiser that is published on GoFundMe\u2019s website located at www.gofundme.com and GoFundMe\u2019s applications only. For clarity, a Fundraiser published on NPO\u2019s domain hosted by GoFundMe through the cloud-based platform of the GoFundMe Pro Offerings is not an On-Platform Fundraiser.<\/p>\n\n\n\n

2.19 \u201cPersonal Data\u201d means \u201cpersonal data,\u201d \u201cpersonal information,\u201d \u201cpersonally identifiable information,\u201d and similar terms, and such terms will have the same meanings as defined by applicable Data Protection Laws.<\/p>\n\n\n\n

2.20 \u201cProcessing\u201d means any operation or set of operations performed on Personal Data or on sets of Personal Data, whether or not by automated means, such as collection, recording, organization, creation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, or erasure or destruction.<\/p>\n\n\n\n

2.21 \u201cProfessional Services\u201d means the services purchased by NPO related to the implementation, site planning, configuration, integration, or deployment of the GoFundMe Pro Platform, project management, and other consulting.<\/p>\n\n\n\n

2.22 \u201cSupport Services\u201d means the provision of technical assistance and any general training for the GoFundMe Pro Platform. For clarity, Support Services do not include Professional Services.<\/p>\n\n\n\n

2.23 \u201cTaxes\u201d means any and all applicable taxes, including sales, use, excise, withholding, assessments, stamp, transfer, value-added, duties, tariffs, export charges, import charges, and other taxes or assessments (however designated) imposed by any foreign, federal, provincial, state, or local governmental authority upon or applicable to GoFundMe Pro Offerings arising out of this Agreement, other than those based on GoFundMe\u2019s net income.<\/p>\n\n\n\n

2.24 \u201cThird Party Products\u201d means those products or services provided by a third party which may be made available for NPO and other NPO customers of GoFundMe in connection with use of the GoFundMe Pro Platform. The foregoing may include third-party software as a service, payment processing services, applications, cookies and similar technologies, or other software products, including updates and enhancements thereto, if any, together with all user manuals and other documents accompanying the delivery of the Third Party Products. Third Party Products may be made available directly by such Third Party Product provider or by GoFundMe.<\/p>\n\n\n\n

2.25 \u201cThird Party Terms\u201d means any end-user agreement that may be provided in connection with the Third Party Products, which governs the use of or access by NPO to the applicable Third Party Products.<\/p>\n\n\n\n

3. Agreement Structure and Scope<\/h2>\n\n\n\n

3.1 Non-U.S. Organizations<\/strong>. Certain terms of this Agreement may not be applicable to NPOs organized under laws other than those of the United States (\u201cNon-U.S. Organizations\u201d), including terms relating to US laws and taxes. For the avoidance of doubt, the parties acknowledge that Non-U.S. Organizations are not necessarily \u201cnonprofit organizations (NPOs)\u201d as that term is used for U.S. organizations.<\/p>\n\n\n\n

3.2 Incorporation of Order Terms<\/strong>. The parties may enter into Order Terms from time to time, and Order Terms incorporate these Terms of Service when such Terms of Service are referenced in the Order Terms.<\/p>\n\n\n\n

3.3 Incorporation of Third Party Terms, Third Party Products<\/strong>. NPO\u2019s use of Third Party Products may be subject to, and NPO will comply with, any applicable Third Party Terms that are presented to NPO in connection with such use. NPO acknowledges and agrees that GoFundMe maintains no control over and disclaims any liability arising out of or from Third Party Products.<\/p>\n\n\n\n

3.4 Affiliates<\/strong>. NPO\u2019s Affiliates may order GoFundMe Pro Offerings from GoFundMe by agreeing to applicable Order Terms, either by signing up with separate GoFundMe Pro accounts or by entering into separate order forms. In the event that an NPO Affiliate enters into Order Terms with GoFundMe, reference in this Agreement to \u201cNPO\u201d will mean the entity that accepts the applicable Order Terms.<\/p>\n\n\n\n

3.5 Scope<\/strong>. NPO agrees for and authorizes GoFundMe to act as its agent for facilitating donations and providing written charitable acknowledgments to donors. GoFundMe is not a bank, payment processor, broker, charity, or financial advisor. Through the GoFundMe Pro Offerings, in cases where donations are made first to a third party (e.g., a donor-advised fund), such third party will then grant donated funds to NPO in accordance with its policies. NPO acknowledges and agrees that GoFundMe does not solicit donations, the existence of the GoFundMe Pro Offerings is not a solicitation of donations, and GoFundMe does not engage in solicitation activities for itself or others through the GoFundMe Pro Offerings. GoFundMe does not act in, or intend to act in, any capacity that requires registration, licensure, or compliance as a Professional Fundraiser, Commercial Fundraiser, or Professional Fundraising Counsel in any US state, as such terms are defined under applicable laws. All information provided through the GoFundMe Pro Offerings is for NPO\u2019s general knowledge and isn\u2019t meant to be professional advice. NPO acknowledges and agrees that if it needs specific advice, especially regarding financial, legal, or tax issues, NPO should consult with a professional. GoFundMe does not control or endorse any NPO, Fundraiser, or cause, and GoFundMe can\u2019t guarantee the success of a Fundraiser.<\/p>\n\n\n\n

3.6 GoFundMe Pay<\/strong>. GoFundMe makes available GoFundMe Pay as part of the GoFundMe Pro Platform to facilitate the processing of donation transactions by payment processors like Stripe and PayPal. GoFundMe Pay is not a payment-processing service. While GoFundMe reviews a donation transaction for purposes of fraud prevention and other risk controls, using GoFundMe Pay does not mean that each transaction will be authorized or processed, or that a transaction will not later result in a chargeback or other reversal.<\/p>\n\n\n\n

4. Financial Terms<\/h2>\n\n\n\n

4.1 Fees, Payment Terms, Currency<\/strong>. Fees, payment terms, and currency are specified in the applicable Order Terms. Unless otherwise specified in the Order Terms, all amounts owed by NPO that are not directly collected by GoFundMe are due from NPO within 30 days from the date of the applicable invoice. Any applicable transaction or other fees related to payment processing for donations to Fundraisers may be automatically deducted from NPO\u2019s account and remitted directly to GoFundMe. Subject to GoFundMe\u2019s reasonable discretion, past due fees may accrue interest at the lesser of 1% of the outstanding balance per month or the maximum amount permitted by applicable law. In the event of any nonpayment or delay in paying a fee, NPO agrees to reimburse GoFundMe for any reasonable fees and expenses incurred in its collection efforts. Payment of fees is under no circumstances subject to or conditioned upon the delivery of future GoFundMe Pro Offerings or functionality outside of what is indicated in applicable Order Terms. Except as otherwise provided in superseding Order Terms, GoFundMe may modify the fees once per calendar year upon 30 days\u2019 notice, provided that any such increase will not exceed 10% over the then-current fees.<\/p>\n\n\n\n

4.2 Other Payment Terms<\/strong>. To the extent any purchase of GoFundMe Pro Offerings by NPO from GoFundMe is made outside of the U.S., each such purchase may be subject to foreign exchange fees or differences in prices based on location (e.g., exchange rates). If NPO purchases a subscription under applicable Order Terms, NPO\u2019s payment method on file with GoFundMe may automatically be charged at the start of each subscription period for the fees and taxes applicable to that period.<\/p>\n\n\n\n

4.3 Donor-Covered Fees.<\/strong> GoFundMe may make available through the GoFundMe Pro Platform a feature that enables NPO to present an End User with the option to increase the amount of their donation to cover all or a portion of the transaction-processing fees associated with such donation (\u201cDonor-Covered Fees\u201d). If NPO elects to enable or use Donor-Covered Fees, NPO is solely responsible for ensuring that its use of such feature complies with all applicable laws, rules, and regulations, including those covering the imposition, disclosure, or collection of fees or surcharges in connection with payment transactions.<\/p>\n\n\n\n

5. Limited Rights, Ownership, and Branding<\/h2>\n\n\n\n

5.1 Limited License<\/strong>. GoFundMe hereby grants to NPO a limited, nonexclusive, nontransferable, non-sublicensable license during the term of the applicable Order Terms (a) to use the GoFundMe Pro Platform for the purposes of offering, promoting, managing, tracking, and collecting donations in connection with NPO\u2019s Fundraiser(s) solely in accordance with this Agreement; and (b) to display, reproduce, distribute, and transmit in digital form GoFundMe\u2019s name and logo solely for the purposes set forth in this entire Section.<\/p>\n\n\n\n

5.2 Restrictions<\/strong>. NPO will not itself, or through any Affiliate, employee, consultant, contractor, agent, or other third party, (a) sell, resell, distribute, host, lease, rent, license, sublicense, or make available to third parties on a service-bureau or other similar basis, in whole or in part, the GoFundMe Pro Platform; (b) reverse engineer or decompile, decrypt, disassemble, or otherwise reduce any of the GoFundMe Pro Offerings, in whole or in part, to human-readable form; (c) allow access to, provide, divulge, or make available the GoFundMe Pro Platform to any user other than those who are licensed to have such access; (d) write or develop any derivative works based upon the GoFundMe Pro Offerings; (e) modify, adapt, translate, or otherwise make any changes to the GoFundMe Pro Offerings or any part thereof; (f) disclose to any third party or publish, without GoFundMe\u2019s prior written consent, performance or capacity statistics, or the results of any benchmark test performed on the GoFundMe Pro Offerings; (g) without GoFundMe\u2019s prior written consent, perform or disclose or cause to be performed or disclosed any information related to any security penetration or similar tests; (h) remove from any GoFundMe Pro Offerings identification, patent, copyright, trademark, or other notices; (i) contest or do or aid others in contesting or doing anything which impairs the validity of any proprietary or Intellectual Property rights, title, or interests of GoFundMe in and to any GoFundMe Pro Offerings; (j) use the GoFundMe Pro Offerings or conduct fundraising activities in connection with the GoFundMe Pro Offerings for any purpose other than authorized and legal purposes, consistent with all applicable laws, regulations, and industry standards, and the rights of others; or (k) take any steps to avoid or defeat the purpose of security measures associated with the GoFundMe Pro Offerings, such as sharing of login and password information, or attempt to circumvent any use restrictions.<\/p>\n\n\n\n

5.3 Reservation of Rights<\/strong>. All rights not expressly granted in this Agreement are reserved by GoFundMe and its licensors. NPO acknowledges that (a) the GoFundMe Pro Platform is licensed and not sold; (b) NPO acquires only the right to use the GoFundMe Pro Offerings in accordance with this Agreement and for the time periods agreed between NPO and GoFundMe, and GoFundMe and\/or its licensors will retain sole and exclusive ownership of all rights, title, and interests in the GoFundMe Pro Offerings, including the following: (i) all Intellectual Property embodied or associated with the GoFundMe Pro Offerings, (ii) all deliverables and work product associated with the GoFundMe Pro Offerings, (iii) all copies and derivative works thereof, and (iv) all models, algorithms, insights, outputs, or other information derived from or incorporating Usage Data, including those used for fundraising and engagement optimization and donor targeting; and (c) the GoFundMe Pro Offerings, including the source and object codes, logic, and structure, contain and constitute valuable trade secrets of GoFundMe and its licensors.<\/p>\n\n\n\n

5.4 NPO Information<\/strong>. NPO hereby grants to GoFundMe a sublicensable license to use information provided by NPO relating to NPO\u2019s organization and Fundraisers, which may include content regarding the Fundraisers and NPO\u2019s name, trademarks, service marks, and logo, in connection with GoFundMe\u2019s provision of services or the promotion of NPO and its Fundraisers, including on GoFundMe\u2019s websites and applications and other websites and services with which GoFundMe may partner. NPO represents and warrants that it has all necessary rights, licenses, and permissions to grant the foregoing license to GoFundMe, including with respect to any third-party content included in such materials.<\/p>\n\n\n\n

5.5 Brand Assets<\/strong>. As part of the GoFundMe Pro Platform, GoFundMe may make available to NPO software, tools, or other mechanisms that enable NPO to incorporate and use in its Fundraisers names, logos, marks, and other identifying assets of NPO (\u201cBrand Assets\u201d) collected by GoFundMe from publicly available sources (e.g., NPO\u2019s website(s), related third-party websites, or content from NPO\u2019s existing Fundraiser(s)). NPO acknowledges and agrees in addition to the foregoing that such Brand Assets may not be subject to verification by GoFundMe as being in conformity with any brand guidelines or other requirements of NPO or non-infringing with respect to other third-party rights, and GoFundMe disclaims any liability arising out of or from the Brand Assets.<\/p>\n\n\n\n

5.6 Account Ownership<\/strong>. In the event of any dispute between two or more parties as to account ownership, NPO agrees that GoFundMe will be the sole arbiter of such dispute in its sole discretion and that GoFundMe\u2019s decision (which may include termination or suspension of any account subject to dispute) will be final and binding on all parties; provided, however, that in its determination, GoFundMe may rely on communications from NPO\u2019s general counsel or other similar officer specifying ownership.<\/p>\n\n\n\n

5.7 Platform Changes<\/strong>. The GoFundMe Pro Platform\u2019s functionality is subject to changes from time to time at GoFundMe\u2019s sole discretion; provided that GoFundMe will not materially diminish the performance of the GoFundMe Pro Platform during the term of the applicable Order Terms.<\/p>\n\n\n\n

6. NPO Responsibilities<\/h2>\n\n\n\n

6.1 Restrictions<\/strong>. NPO will (a) not use the GoFundMe Pro Platform to transmit, publish, or distribute any material, products, services, or information (i) for which NPO does not have all necessary rights and licenses, including any material or information that infringes, violates, or misappropriates the intellectual property rights of any third party; (ii) that contains a computer virus or other code, files, or programs designed to disrupt or interfere with the functioning of the GoFundMe Pro Platform; (iii) that is inaccurate or misleading; (iv) that is or that may reasonably be perceived as being harmful, threatening, discriminatory, offensive, obscene, or otherwise objectionable; or (v) that includes the private information of another without express permission, including but not limited to contact information, social security numbers, credit card numbers, or other information which a reasonable person would consider private in nature; (b) not attempt to gain access to any systems or networks that connect to the GoFundMe Pro Platform except for the express purpose of using the GoFundMe Pro Platform in accordance with this Agreement; (c) not interfere with or disrupt the integrity, security, or performance of the GoFundMe Pro Platform (e.g., by bypassing security measures or unreasonably overloading the GoFundMe Pro Platform\u2019s servers); (d) not use the GoFundMe Pro Platform in violation of any applicable laws, including without limitation the CAN-SPAM Act, the California Consumer Privacy Act, Canadian Anti-Spam Legislation,  any other applicable laws pertaining to online tracking (e.g., via cookies), unsolicited email, text messaging, or other electronic communications, and any applicable laws prohibiting the solicitation of donations from individuals or entities associated with certain restricted foreign countries as designated by such laws; (e) not use bots, software, or any other automated process to track, monitor, or gather information on any party visiting or using the GoFundMe Pro Platform, unless otherwise agreed in writing by GoFundMe; (f) not target or knowingly collect information from children under the age of 18; (g) not upload email lists or contacts to the GoFundMe Pro Platform that have been scraped from the Internet or purchased or rented from a third party, or contact individuals whose information has been collected in such manners through the GoFundMe Pro Platform; (h) not accept any donations that NPO knows or suspects to be erroneous, suspicious, or fraudulent; (i) not solicit donations other than in furtherance of its stated charitable purposes; or (j) not share information about NPO\u2019s use of the GoFundMe Pro Platform or GoFundMe Pro Services with persons or entities that may operate or be affiliated with businesses that compete with GoFundMe or grant access to NPO\u2019s account to such competitors. In addition, in connection with NPO\u2019s Fundraisers, NPO will not offer anything of material value (except for token gifts as defined under applicable laws) to donors in exchange for donations, unless otherwise agreed to by GoFundMe in writing. For clarity, the foregoing does not include Auction Items.<\/p>\n\n\n\n

In any such case, NPO will be solely responsible for procuring, distributing, storing, and delivering such items.<\/p>\n\n\n\n

6.2 Sanctions<\/strong>.<\/p>\n\n\n\n

6.2.1 NPO represents and warrants that neither it nor any of its directors, officers, employees, or agents are (a) organized under the laws of, ordinarily resident in, located in, or owned or controlled by the government of a country or territory that is the subject of comprehensive economic or trade sanctions; (b) designated on a sanctioned parties list administered by the United States, European Union, or United Kingdom, including, without limitation, the U.S. Department of the Treasury\u2019s Office of Foreign Assets Control\u2019s Specially Designated Nationals and Blocked Persons List, Foreign Sanctions Evaders List, Sectoral Sanctions Identification List, the Consolidated List of Persons, Groups, and Entities Subject to EU Financial Sanctions, and the UK\u2019s Consolidated Sanctions List (collectively, \u201cSanctioned Parties\u201d); or (c) owned, controlled, or acting on behalf of any Sanctioned Parties.<\/p>\n\n\n\n

6.2.2 Without limiting Section 6.1, NPO will comply, and will ensure that its personnel, users, agents, and any third parties acting on its behalf comply, with all applicable economic and trade sanctions laws and regulations, including those administered or enforced by the U.S. Department of the Treasury\u2019s Office of Foreign Assets Control (\u201cOFAC\u201d) and any other applicable governmental authority (\u201cSanctions Laws\u201d). NPO will not use, and will not permit the use of, the GoFundMe Pro Offerings for any activity with, in, or involving any country, region, government, person, or entity that is the target of Sanctions Laws, or otherwise in a manner that could cause GoFundMe or its payment service providers to violate Sanctions Laws. This includes activities that may be permitted under a general or specific license, unless such activity is expressly approved in writing by GoFundMe. Any actual or suspected violation of the foregoing will result in immediate suspension or termination of NPO\u2019s access to the GoFundMe Pro Offerings, cancellation of any Fundraisers and pending transactions, and the freezing, withholding, or rejection of any funds not yet paid out, in each case to the extent required or permitted by applicable law and as required by OFAC, the U.S. Department of the Treasury, and\/or GoFundMe\u2019s payment service providers.<\/p>\n\n\n\n

6.2.3 Any actual or suspected violation of this Section will result in immediate suspension or termination of NPO\u2019s access to the GoFundMe Pro Offerings, cancellation of any Fundraisers and pending transactions, and the freezing, withholding, or rejection of any funds not yet paid out, in each case to the extent required or permitted by applicable law and as required by OFAC, the U.S. Department of the Treasury, and\/or GoFundMe\u2019s payment service providers. In the event that NPO causes GoFundMe or its payment processors to violate Sanctions Laws, NPO will defend, indemnify, and hold harmless GoFundMe from and against any Claims arising out of or from such violation.<\/p>\n\n\n\n

6.3 Content Requirements<\/strong>. NPO will not use the GoFundMe Pro Offerings to raise funds, establish any Fundraiser, or post any content for the purposes of promoting or involving the items specified in the subsections of Section 8 of the GoFundMe Terms of Service<\/a> (\u201cGoFundMe TOS\u201d). NPO will fully and immediately cooperate with GoFundMe in connection with the investigation, modification, or removal of any such Fundraiser or content. For the purposes of this subsection of this Agreement, \u201cServices\u201d and \u201cUser Content\u201d of the GoFundMe TOS mean the GoFundMe Pro Offerings and NPO Content, respectively.<\/p>\n\n\n\n

6.4 Nonprofit Status<\/strong>. NPO represents and warrants that it is either (a) a bona fide nonprofit organization properly organized under the laws of the appropriate jurisdiction and in good standing in the applicable jurisdiction(s) or (b) contracted with a bona fide 501(c)3 fiscal sponsor in good standing in the applicable jurisdiction(s) such that End User contributions to a Fundraiser are eligible for tax deductibility. GoFundMe may immediately suspend its performance hereunder or terminate this Agreement in the event NPO or its fiscal sponsor, as applicable, loses its good standing in the applicable jurisdiction(s).<\/p>\n\n\n\n

6.5 Third Party Recipient<\/strong>. If NPO is entering into this Agreement and using the GoFundMe Pro Offerings on behalf of or for the benefit of a third party (e.g., a third party that will receive funds generated through a Fundraiser in the case that NPO is a fiscal sponsor or using the GoFundMe Pro Offerings on behalf of an Affiliate) (such third party, \u201cThird Party Recipient\u201d), then NPO represents and warrants that it has all sufficient and necessary rights and permissions to do so. If the identity of the Third Party Recipient is specified in Order Terms, NPO will only use the GoFundMe Pro Offerings on behalf of or for the benefit of the identified Third Party Recipient and not for any other entity or individual. If the identity of the Third Party Recipient is not specified in Order Terms, NPO will notify GoFundMe in writing of the identity of the Third Party Recipient and will provide GoFundMe with any information with respect thereto that GoFundMe reasonably requests. NPO agrees to cause each Third Party Recipient to agree to and comply with provisions that provide GoFundMe with the same rights as those set forth in this Agreement. NPO agrees that GoFundMe may remit amounts directly to the Third Party Recipient identified by NPO. NPO further agrees to be responsible and liable for (a) all payment obligations hereunder and (b) any such Third Party Recipient\u2019s compliance with the terms and conditions of this Agreement.<\/p>\n\n\n\n

6.6 NPO Content<\/strong>. As between NPO and GoFundMe, NPO is solely responsible for all content, information, and other materials made available by NPO in connection with NPO\u2019s Fundraisers or NPO\u2019s Incentive Programs, or otherwise in connection with the GoFundMe Pro Offerings (\u201cNPO Content\u201d).<\/p>\n\n\n\n

6.6.1 NPO Content includes questions and other requests for information that NPO may present to End Users as part of NPO\u2019s Fundraisers. NPO is solely responsible for such content and the information collected by NPO, including in connection with NPO\u2019s obligation to comply with applicable laws.<\/p>\n\n\n\n

6.6.2 NPO Content includes auction items in any Fundraiser auction event (\u201cAuction Items\u201d). To the extent Auction Items are made available through a Fundraiser, NPO represents and warrants that (a) it has all necessary rights to make the Auction Items available as part of the applicable Fundraiser; (b) the Auction Items are accurately described; (c) it will distribute or make available such Auction Items in compliance with the terms and conditions that it presents to End Users; and (d) as between GoFundMe and NPO, NPO accepts all responsibility and liability with respect to such Auction Items, and GoFundMe will bear no responsibility or liability with respect thereto.<\/p>\n\n\n\n

6.6.3 NPO Content includes fonts and typefaces licensed by third parties to NPO that NPO may incorporate into its Fundraisers in connection with NPO\u2019s use of the GoFundMe Pro Offerings. NPO represents and warrants that it has all necessary rights, licenses, and permissions to use and permit GoFundMe to use any such fonts and typefaces in connection with the GoFundMe Pro Offerings. NPO will use reasonable efforts to notify GoFundMe in writing prior to using any such fonts or typefaces.<\/p>\n\n\n\n

6.6.4 NPO acknowledges and agrees that from time to time, GoFundMe may incorporate and republish in NPO\u2019s Fundraisers content made available by NPO through third-party social-media platforms (e.g., Instagram, TikTok, and YouTube) (\u201cSocial Media Platforms\u201d), which content for the purposes of this Agreement is NPO Content. NPO understands that its content may be subject to the terms of service or other similar terms of such Social Media Platforms, and represents and warrants that its applicable content complies with such terms. In addition, GoFundMe may collect other publicly available information or information from its suppliers and licensors relating to NPO in connection with its provision of the GoFundMe Pro Offerings, including for the display of such information in On-Platform Fundraisers.<\/p>\n\n\n\n

6.6.5 NPO Content includes all content, materials, rules, terms, descriptions, and other information relating to any incentive program, contest, sweepstakes, challenge, reward program, or similar promotional program offered or administered by NPO to End Users in connection with NPO\u2019s use of the GoFundMe Pro Offerings (each, \u201cIncentive Program\u201d), including programs designed to incentivize End Users to create fundraisers in support of NPO or to take other actions on NPO\u2019s behalf. Incentive Program content constitutes NPO Content regardless of whether such content is displayed on the gofundme.com website, on any NPO-branded or NPO-designated pages hosted or provided by GoFundMe, or on any other platform or medium.<\/p>\n\n\n\n

6.6.5.1 NPO is solely responsible for the design, creation, implementation, administration, and fulfillment of any Incentive Program, including ensuring that such Incentive Program and all associated content comply with all applicable laws, including those governing contests, sweepstakes, lotteries, promotions, prizes, consumer protection, charitable solicitations, and professional fundraiser or similar designations, and applicable tax requirements.<\/p>\n\n\n\n

6.6.5.2 GoFundMe may, in its sole discretion, make available guidelines, templates, or other reference materials relating to the creation or structuring of Incentive Programs (\u201cIncentive Program Guidelines\u201d). Any Incentive Program Guidelines are provided for informational and reference purposes only and will not be construed as legal advice or as an assumption by GoFundMe of any responsibility or liability for NPO\u2019s Incentive Programs. For the avoidance of doubt, GoFundMe is under no obligation to provide any Incentive Program Guidelines.<\/p>\n\n\n\n

6.6.5.3 NPO will include in all Incentive Program materials, rules, and communications clear and conspicuous disclosure that GoFundMe is not a sponsor, administrator, or promoter of the Incentive Program and that GoFundMe bears no responsibility or liability in connection with such Incentive Program.<\/p>\n\n\n\n

6.7 Donation Receipts<\/strong>. The GoFundMe Pro Platform may include functionality that allows NPO to generate and issue donation receipts to donors (\u201cReceipts\u201d) for donations not made through the GoFundMe Pro Platform.  This feature is provided solely as a tool for NPO\u2019s preparation and delivery of Receipts, and NPO acknowledges and agrees that it is solely responsible for (a) determining whether and how to issue Receipts, (b) ensuring that all information included in any Receipt is accurate, complete, and compliant with applicable tax laws, regulations, and reporting obligations, and (c) maintaining appropriate records related to donations and Receipts.  GoFundMe is not responsible for and disclaims liability for the content, accuracy, and use of any Receipts for donations not made through the GoFundMe Pro Platform, and NPO will defend, indemnify, and hold harmless GoFundMe from and against any third-party Claims arising out of or from the foregoing.<\/p>\n\n\n\n

6.8\u00a0GoFundMe APIs<\/strong>. From time to time, GoFundMe may make available its application programming interface(s) (\u201cAPI\u201d) for NPO\u2019s access and use. NPO will only access the API by the means provided by GoFundMe, including those described in Documentation. If GoFundMe provides or assigns credentials (e.g., API keys) for such access, NPO will use only such credentials for access and will not embed them in publicly accessible code. GoFundMe may set reasonable limits on the number and frequency of API requests permissible by NPO in GoFundMe\u2019s sole discretion. NPO will conform to and will not attempt to circumvent such limitations. If NPO allows access to the API by any of NPO\u2019s contractors, agents, or other third parties, NPO will be solely responsible for all acts and omissions of such third parties. <\/p>\n\n\n\n

For the avoidance of doubt, the API is part of the GoFundMe Pro Platform.<\/p>\n\n\n\n

7. Additional Terms for On-Platform Fundraisers<\/h2>\n\n\n\n

7.1 Scope<\/strong>. This Section covers portions of the GoFundMe Pro Offerings made available through GoFundMe\u2019s website located at www.gofundme.com, which may be referred to from time to time in product as the \u201cConsumer offerings.\u201d<\/p>\n\n\n\n

7.2 Adding or Claiming NPO Pages<\/strong>. The GoFundMe Pro Offerings may include public-facing pages providing information about NPO on the gofundme.com website (\u201cNPO Pages\u201d) and an authorized representative from NPO will have the right to claim these pages and manage their presence on GoFundMe\u2019s websites and applications. If NPO solicits donations from donors in California, it must maintain Good Standing status in California as defined under Cal. Gov\u2019t Code \u00a7 12599.9(a)(3). Failure to maintain Good Standing status may impact NPO\u2019s ability to receive donations from California. By claiming an NPO Page, NPO thereby provides consent and agrees that, pursuant to California Government Code Section 12599.9(f)(1), users of GoFundMe\u2019s services may fundraise for NPOs through On-Platform Fundraisers. NPO may revoke such consent at any time by contacting GoFundMe via GoFundMe\u2019s Help Center<\/a>. For clarity, NPO will comply with all applicable laws, including any other similar state laws. In cases other than when GoFundMe uses PayPal Giving Fund or another third party to process donations to NPO, NPO further authorizes GoFundMe to act as its agent to facilitate donations to it, and provide written charitable acknowledgement to donors on NPO\u2019s behalf.<\/p>\n\n\n\n

7.3 Peer Fundraisers<\/strong>. NPO acknowledges and agrees that from time to time, users other than NPO and its employees, contractors, agents, and other authorized representatives may create fundraisers on behalf of NPO that are published on GoFundMe\u2019s websites or applications (e.g., peer-to-peer fundraisers) (\u201cPeer Fundraisers\u201d). NPO agrees that GoFundMe and its End Users may use NPO\u2019s name in connection with fundraisers on GoFundMe\u2019s websites and applications, including in connection with any Peer Fundraisers. NPO may revoke such consent for use of NPO\u2019s name in connection with Peer Fundraisers at any time by contacting GoFundMe at legal@gofundme.com<\/a> and requesting removal of such Peer Fundraiser. GoFundMe reserves the right to monitor Peer Fundraisers for their compliance with the GoFundMe TOS and to immediately suspend or remove any Peer Fundraisers or their content that GoFundMe determines in its sole discretion to be in violation of its policies.<\/p>\n\n\n\n

7.4 Conflict<\/strong>. To the extent of any conflict between this Section and anything to the contrary elsewhere in this Agreement, this Section will control.<\/p>\n\n\n\n

8. Data Use, Privacy, and Security<\/h2>\n\n\n\n

8.1 Information from End Users<\/strong>. End Users may use the GoFundMe Pro Platform to provide information to each of GoFundMe and NPO, including without limitation Personal Data submitted through the GoFundMe Pro Platform in connection with End User donations and fundraiser creation (collectively, \u201cParticipant Information\u201d). For any Participant Information, each of NPO and GoFundMe will be considered a \u201cData Controller\u201d or \u201cBusiness,\u201d as such terms are defined by Data Protection Laws. To the extent Participant Information is transferred to NPO from the European Economic Area, Switzerland, or the UK, NPO agrees to process such data in accordance with module 1 (transfer controller-to-controller) of the standard contractual clauses (\u201cClauses\u201d) contained in European Commission Implementing Decision (EU) 2021\/914 of 4 June 2021. For transfers from the UK, the parties agree that the Clauses are adopted together with the International Data Transfer Addendum issued by the UK Information Commissioner\u2019s Office (\u201cUK Addendum\u201d). The Clauses and UK Addendum, as completed in Exhibit A, are hereby incorporated into this Agreement. With respect to the Personal Data controlled or managed by a party, such party will (a) process Personal Data strictly in compliance with its privacy policy; (b) maintain appropriate safeguards for the protection of Participant Information; (c) comply with all Data Protection Laws and other applicable laws, including, without limitation, the CAN-SPAM Act and Canadian Anti-Spam Legislation regarding opt-out mechanisms in email communications; and (d) comply with applicable credit card network rules and Payment Card Industry Data Security Standards. NPO will use Participant Information (a) solely for the purposes of fundraising, conducting NPO\u2019s Fundraisers, or complying with NPO\u2019s legal obligations; and (b) only to the extent permitted by any stated consent preferences provided therein.<\/p>\n\n\n\n

8.2 Information from NPO to GoFundMe<\/strong>. NPO may provide certain information, such as contact information and donation data, to GoFundMe (\u201cNPO Disclosed Data\u201d), and such information may include Personal Data. NPO Disclosed Data may be provided through NPO\u2019s Fundraisers or other means. NPO represents and warrants that (a) it has collected all necessary consents, approvals, or authorizations to provide NPO Disclosed Data to GoFundMe and to authorize GoFundMe to Process NPO Disclosed Data as authorized under this Agreement; (b) the provision of NPO Disclosed Data to GoFundMe does not violate any third-party rights or any Data Protection Laws; and (c) GoFundMe\u2019s Processing of NPO Disclosed Data as authorized under this Agreement will not violate any Data Protection Laws or other third-party rights.  To the extent NPO provides or otherwise makes available Personal Data in NPO Disclosed Data to GoFundMe, GoFundMe may process such Personal Data for the following purposes: (a) to provide and support any GoFundMe Pro Offerings; or (b) to carry out other reasonable business or legal purposes, such as to enforce this Agreement or prevent fraud. In addition, for the purposes of making available certain features of the GoFundMe Pro Platform, GoFundMe may disclose information relating to NPO\u2019s compliance with applicable laws, regulations, and industry standards to third parties.<\/p>\n\n\n\n

8.3 Usage Data<\/strong>. Notwithstanding anything to the contrary in this Agreement, GoFundMe may collect, use, and analyze information and data regarding the receipt, use, and performance of the GoFundMe Pro Offerings by NPO and any End Users (\u201cUsage Data\u201d) for business purposes such as research, marketing, analysis, benchmarking, and other purposes reasonably required to develop, deliver, and provide ongoing innovation to the GoFundMe Pro Platform, GoFundMe Pro Services, and other services made available by GoFundMe or its Affiliates, provided that GoFundMe will not specifically identify NPO in the course of sharing or disclosing such Usage Data without NPO\u2019s written approval. As between the parties, GoFundMe owns and reserves all right, title, and interest in and to the Usage Data, and any derivative works thereof including such information as may be combined with other data sources (e.g., aggregate benchmarking results of all NPOs\u2019 use of the GoFundMe Pro Offerings). In addition, NPO acknowledges and agrees that GoFundMe\u2019s payment processors collect certain transaction information relating to donations made to NPO, including financial information of End Users, and GoFundMe may share such information with other service providers for facilitating such transactions and other business purposes.<\/p>\n\n\n\n

8.4 Sensitive Information<\/strong>. NPO agrees not to use the GoFundMe Pro Platform or GoFundMe Pro Services to collect or elicit (a) any special categories of data or sensitive Personal Data, including, but not limited to, data revealing or concerning racial or ethnic origin, political opinions, religious or other beliefs, trade-union membership, health or sexual life, or criminal convictions other than as expressly directed by GoFundMe, and in such event, only in fields specifically agreed to by the parties within the GoFundMe Pro Platform that are intended for that purpose; or (b) credit card information other than in pre-defined fields within the GoFundMe Pro Platform that are intended for that purpose.<\/p>\n\n\n\n

8.5 Security<\/strong>. NPO is solely responsible for the security of its login information and the use or misuse of such information, and for all activities that occur under its GoFundMe Pro Platform account. NPO will immediately disable a user\u2019s access who is using the GoFundMe Pro Platform on its behalf or notify GoFundMe in writing if any such user is no longer authorized or is using such information without NPO\u2019s consent.<\/p>\n\n\n\n

8.6 Artificial Intelligence<\/strong>. In connection with GoFundMe\u2019s provision of the GoFundMe Pro Offerings, GoFundMe may make available AI-generated content created by itself or its service provider(s), which is probabilistic and may contain errors, inaccuracies, or information that does not reflect GoFundMe\u2019s view. NPO acknowledges and agrees that such AI-generated content will not be relied upon for legal, financial, medical, or other professional advice. NPO is solely responsible for reviewing, editing, and ensuring the accuracy and appropriateness of all AI-generated content before incorporating it into a Fundraiser or otherwise sharing such content. NPO agrees that GoFundMe and its service providers may access, collect, and use publicly available information from NPO\u2019s website or other online sources to generate customized AI-created videos or other promotional materials related to NPO, which NPO will have the option to use and distribute through the GoFundMe Pro Offerings. NPO represents and warrants that it has the necessary rights to grant this permission.<\/p>\n\n\n\n

8.7 Recording of Communications<\/strong>. NPO agrees that GoFundMe may record, monitor, and\/or transcribe phone calls and video\/remote sessions between GoFundMe and NPO (including audio, video, screen share, and related chat) for purposes such as customer service, troubleshooting, quality assurance, training, security, fraud prevention, and compliance, to the extent permitted by applicable law. Where applicable law requires the consent of all participants, GoFundMe will record only after providing any required notice and obtaining any required consent (which may be provided by continuing to participate after notice where permitted). NPO will be responsible for ensuring its personnel and any third parties participating on NPO\u2019s behalf are informed and have provided any legally required consent before joining a recorded communication.<\/p>\n\n\n\n

9. Indemnification<\/h2>\n\n\n\n

9.1 GoFundMe will defend, indemnify, and hold harmless NPO from and against any third-party claims, demands, causes of action, or proceedings (whether threatened, asserted, or filed) (\u201cClaims\u201d) against NPO to the extent that such Claim is based upon the GoFundMe Pro Platform directly infringing a U.S. patent, registered U.S. copyright, or registered U.S. trademark, provided that the GoFundMe Pro Platform is used in compliance with this Agreement by or on behalf of such NPO.<\/p>\n\n\n\n

9.2 NPO will defend, indemnify, and hold harmless GoFundMe from and against any third-party Claims against GoFundMe to the extent that such Claim is based upon (i) injury or death to a person or damage to property resulting from participation in an event operated by NPO in connection with a Fundraiser; (ii) NPO\u2019s provision to GoFundMe or display of materials, products, or services on the GoFundMe Pro Platform that infringe on the intellectual property or other rights of any third party, provided that such materials, products, or services are used and displayed by GoFundMe in accordance with this Agreement; (iii) any modification by NPO of GoFundMe\u2019s standard forms, templates, modules, or other tools made available for NPO\u2019s publication of Fundraisers; (iv) use or unauthorized disclosure of personal data or information of End Users by NPO or other third parties to whom access is given to such personal data or information as provided hereunder; (v) NPO\u2019s breach of its obligations under Sections 5 (Limited Rights and Ownership), 6 (NPO Responsibilities), or 7 (Additional Terms for On-Platform Fundraisers) of this Agreement; (vi) Auction Items; or (vii) NPO\u2019s use of Third Party Products. GoFundMe has the right to conduct its own defense of any claims at its own discretion, and NPO will indemnify GoFundMe for the costs of its defense.<\/p>\n\n\n\n

10. Disclaimers and Limitation of Liability<\/h2>\n\n\n\n

10.1 EXCEPT AS OTHERWISE SET FORTH HEREIN AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, NPO ACKNOWLEDGES AND AGREES THAT THE GOFUNDME PRO OFFERINGS ARE PROVIDED ON AN \u201cAS IS\u201d AND \u201cAS AVAILABLE\u201d BASIS. THE WARRANTIES, IF ANY, SET FORTH HEREIN ARE LIMITED TO THEIR EXPRESS TERMS AND ARE IN LIEU OF, AND GOFUNDME, ITS LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING ANY (a) WARRANTY THAT THE GOFUNDME PRO OFFERINGS ARE ERROR-FREE OR BUG-FREE, ACCURATE, SECURE, OR RELIABLE; (b) WARRANTY THAT THE GOFUNDME PRO OFFERINGS WILL OPERATE WITHOUT INTERRUPTION; (c) WARRANTY THAT ALL ERRORS WILL BE CORRECTED OR THAT NPO\u2019S USE OF THE GOFUNDME PRO OFFERINGS WILL COMPLY WITH ANY LAW, RULE, OR REGULATION; (d) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (e) IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; AND (f) WARRANTY THAT THE GOFUNDME PRO OFFERINGS WILL MEET NPO\u2019S REQUIREMENTS. GOFUNDME DOES NOT GUARANTEE THAT ANY FUNDRAISER WILL RECEIVE A SPECIFIC AMOUNT OF DONATIONS OR ANY DONATIONS AT ALL. GOFUNDME DOES NOT ENDORSE ANY FUNDRAISER, USER, OR CAUSE, AND GOFUNDME MAKES NO GUARANTEES ABOUT THE ACCURACY OF INFORMATION PROVIDED THROUGH THE GOFUNDME PRO OFFERINGS. NPO AGREES THAT NEITHER GOFUNDME NOR ANY OF ITS AFFILIATES WILL BE LIABLE IN ANY WAY FOR ANY CONTENT OR MATERIALS OF ANY THIRD PARTIES. GOFUNDME EXPRESSLY DISCLAIMS ANY LIABILITY FOR THE OUTCOME OR SUCCESS OF ANY FUNDRAISER.<\/p>\n\n\n\n

10.2 (a) TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT DAMAGES OR LOSSES (IN CONTRACT, STATUTE, TORT, OR OTHERWISE), INCLUDING DAMAGES FOR NEGLIGENCE, LOST PROFITS OR REVENUE, LOST SAVINGS, COST OF REPLACEMENT SERVICES, LOST DATA, LOSS OF USE OF INFORMATION OR SERVICES, OR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES, WHETHER OR NOT IT HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. (b) EACH PARTY\u2019S TOTAL AGGREGATE LIABILITY FOR ALL MATTERS ARISING FROM OR RELATED TO THIS AGREEMENT IS LIMITED TO THE AMOUNT OF SUBSCRIPTION FEES PAID OR PAYABLE BY NPO AS CONSIDERATION FOR THE SPECIFIC GOFUNDME PRO OFFERING UNDER THE APPLICABLE ORDER TERMS GIVING RISE TO SUCH CLAIMS DURING THE 12 MONTH PERIOD PRECEDING THE DATE ON WHICH THE FIRST CAUSE OF ACTION AROSE, OR, IF GREATER, $50,000.<\/p>\n\n\n\n

10.3 THE LIMITATIONS OF LIABILITY SET FORTH IN THIS ENTIRE SECTION SHALL NOT APPLY TO LIABILITY OR DAMAGES ARISING OUT OF OR RELATING TO (a) NPO\u2019S INDEMNIFICATION OBLIGATIONS; (b) GOFUNDME\u2019S INDEMNIFICATION OBLIGATIONS RELATING TO THE INFRINGEMENT OF INTELLECTUAL PROPERTY AS EXPRESSLY SET FORTH IN THIS AGREEMENT; (c) NPO\u2019S BREACH OF ITS OBLIGATIONS UNDER SECTIONS 5.2 OR 6.1 OF THIS AGREEMENT; OR (d) NPO\u2019S PAYMENT OBLIGATIONS.<\/p>\n\n\n\n

10.4 FOR THE PURPOSES OF THIS ENTIRE SECTION AND ANY INDEMNIFICATION PROTECTING GOFUNDME UNDER THIS AGREEMENT, REFERENCE TO GOFUNDME WILL ALSO INCLUDE ITS SUPPLIERS AND LICENSORS.<\/p>\n\n\n\n

11. Term, Termination, and Suspension<\/h2>\n\n\n\n

11.1 Term<\/strong>. This Agreement will apply to NPO so long as it is using the GoFundMe Pro Offerings, unless applicable Order Terms specify a different term. As applicable, unless otherwise specified in the applicable Order Terms, upon the expiration of the initial term and any renewal, the Order Terms will automatically renew for periods equal to the then-current term. Either party may give written notice to the other party to not renew the applicable Order Terms no less than 30 days prior to the expiration of the then-current term.<\/p>\n\n\n\n

11.2 Termination<\/strong>. Without limiting any of the parties\u2019 rights to terminate this Agreement, including any or all Order Terms, specified in applicable Order Terms, either party may terminate this Agreement, including any or all Order Terms, immediately upon written notice (a) in the event that the other party commits a non-remediable material breach of this Agreement, or if the other party fails to cure any remediable material breach or provide a written plan of cure acceptable to the non-breaching party within 30 days of being notified in writing of such breach, except for breach of Section 4 (Financial Terms) of this Agreement which will have a 10-day cure period; or (b) in the event of institution of bankruptcy, receivership, insolvency, reorganization, or other similar proceedings by or against either party under any section or chapter of the U.S. Bankruptcy Code, as amended, or under any similar laws or statutes of the U.S. or any state thereof, if such proceedings have not been dismissed or discharged within 30 days after they are instituted; or the insolvency or making of an assignment for the benefit of creditors or the admittance by either party of any involuntary debts as they mature or the institution of any reorganization arrangement or other readjustment of debt plan of either party not involving the U.S. Bankruptcy Code. Where a party has the right to terminate this Agreement, such party may at its discretion either terminate the entire Agreement or the applicable Order Terms. Order Terms that are not terminated will continue in full force and effect under these Terms of Service. Termination for any reason, other than a termination by NPO in accordance with clause (a) of this subsection, will not excuse NPO\u2019s obligation to pay in full any and all amounts due, nor will termination by GoFundMe result in a refund of fees paid.<\/p>\n\n\n\n

11.3 Suspension, Inactivity<\/strong>. GoFundMe may suspend its performance hereunder, including processing transactions and displaying Fundraisers, in the event it reasonably believes that NPO\u2019s use of the GoFundMe Pro Platform or GoFundMe Pro Services is not in compliance with applicable law or this Agreement, is fraudulent, has the potential to harm a third party, is or could be disruptive to GoFundMe\u2019s business or violates its policies, or is otherwise suspect. Any such suspension may include delaying disbursements or withholding funds. In addition, if any Fundraiser has remained inactive for an extended period of time, as determined by GoFundMe in its sole discretion, GoFundMe may deactivate and\/or remove the Fundraiser.<\/p>\n\n\n\n

12. Confidentiality<\/h2>\n\n\n\n

12.1 Non-Use and Non-Disclosure<\/strong>. Each party will (a) treat as confidential all Confidential Information of the other party and use the same care to protect Confidential Information as it uses for its own similar information; (b) not disclose Confidential Information to any third party, except on a \u201cneed to know\u201d basis to third parties that have signed a non-disclosure agreement containing provisions substantially as protective as the terms of this Section and such party so disclosing the Confidential Information to the third party is responsible and liable for that third party\u2019s compliance with the confidentiality obligations set forth herein; and (c) not use that Confidential Information except in connection with performing its obligations or exercising its rights under this Agreement or as otherwise permitted in this Agreement. Each party is permitted to disclose the other party\u2019s Confidential Information if required by law so long as the other party is given prompt written notice of that requirement before disclosure and reasonable assistance in obtaining an order protecting that information from public disclosure. To the extent that the receiving party must disclose Confidential Information pursuant to this Section, any such disclosure shall be limited to only that Confidential Information required to be disclosed to comply with the order of the relevant court or regulatory body. Notwithstanding the foregoing, GoFundMe may disclose information relating to End Users to the extent GoFundMe determines in its reasonable discretion that such disclosure is required by applicable laws or legal process, including in response to a subpoena, court order, law enforcement request, or other governmental demand. Upon either party\u2019s written request (via email to DPO@gofundme.com in the case of NPO\u2019s request), the other party will use reasonable efforts to delete the requesting party\u2019s Confidential Information in its possession.<\/p>\n\n\n\n

12.2 Exceptions<\/strong>. Confidential Information will not include any information that (a) was publicly known and made generally available before the time of disclosure by the disclosing party; (b) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (c) is already in the lawful possession of the receiving party at the time of disclosure with no obligation to maintain its confidentiality; (d) is obtained by the receiving party from a third party without a breach of that third party\u2019s obligations of confidentiality with no obligation to maintain its confidentiality; (e) is independently developed by the receiving party without use of or reference to the disclosing party\u2019s Confidential Information; or (f) is disclosed by the receiving party pursuant to the disclosing party\u2019s prior written approval.<\/p>\n\n\n\n

13. Beta Products, Tests<\/h2>\n\n\n\n

13.1 From time to time, GoFundMe may make available, to some or all of its customers, new or modified GoFundMe Pro Offerings, or features or functionalities of existing GoFundMe Pro Offerings, which are designated as beta, pilot, lighthouse, limited or early release or access, developer preview, non-production, evaluation, or by a similar description (\u201cBeta Products\u201d), prior to their general release. Beta Products are intended for evaluation purposes only and not for production use (unless otherwise stated expressly by GoFundMe in writing), are not supported by GoFundMe, and may be subject to additional terms. Beta Products are not considered \u201cGoFundMe Pro Offerings\u201d under this Agreement for purposes of any representations, warranties, commitments, or agreements of GoFundMe; however, all restrictions and limitations applicable to NPO\u2019s use of GoFundMe Pro Offerings shall apply to Beta Products. GoFundMe may discontinue Beta Products at any time in its sole discretion and may never make them generally available. GoFundMe\u2019s provision of Beta Products is on an as is and as available basis without any warranties of any kind, express or implied. NPO expressly agrees that GoFundMe will have no liability for any harm or damage arising out NPO\u2019s use of a Beta Product.<\/p>\n\n\n\n

13.2 From time to time, GoFundMe may conduct, and NPO acknowledges and agrees to, operating tests on the GoFundMe Pro Platform, including A\/B tests or split tests, which may affect the layout, appearance or other functionalities of the GoFundMe Pro Platform. Any data or other information from such tests is considered Usage Data under this Agreement.<\/p>\n\n\n\n

14. General Provisions<\/h2>\n\n\n\n

14.1 Multi-Factor Authentication<\/strong>. The GoFundMe Pro Offerings require that NPO\u2019s authorized users enable and use multi-factor authentication (\u201cMFA\u201d) in order to access the GoFundMe Pro Platform. NPO will be responsible for (a) ensuring that its authorized users configure and maintain MFA as required by GoFundMe, (b) maintaining accurate contact information and authentication methods to support MFA, and (c) preventing unauthorized access to NPO\u2019s account(s). NPO acknowledges and agrees that its failure to do the foregoing may result in unauthorized account access, and GoFundMe will not be responsible for and disclaims any liability arising out of or from the foregoing. In addition, (a) NPO will ensure that any authorized user enabling SMS-based MFA agrees to, and (b) to the extent that you, as an individual user, enable SMS-based MFA on behalf of NPO, you agree to the SMS Terms of Service<\/a> as they apply to the provision, receipt, and delivery of text messages by GoFundMe.<\/p>\n\n\n\n

14.2 Feedback<\/strong>. Should NPO choose to submit Feedback to GoFundMe, NPO acknowledges and agrees that (a) the Feedback does not contain confidential or proprietary information; (b) GoFundMe is not under any obligation of confidentiality, express or implied, with respect to the Feedback; (c) GoFundMe shall be entitled to use or disclose (or choose not to use or disclose) such Feedback for any purpose, in any way, in any media worldwide; (d) GoFundMe may have something similar to the Feedback already under consideration or in development; (e) NPO hereby grants to GoFundMe an irrevocable, transferable, worldwide, and perpetual license to use the Feedback for any purpose whatsoever, without any obligation of GoFundMe to NPO; and (f) NPO is not entitled to any compensation or reimbursement of any kind from GoFundMe under any circumstances related to Feedback.<\/p>\n\n\n\n

14.3 Force Majeure<\/strong>. Neither party will incur any liability to the other party on account of any loss, claim, damage, or liability to the extent resulting from any delay or failure to perform all or any part of this Agreement, if and to the extent such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the reasonable control and without any negligence on the part of the party seeking protection under this Section, including but not limited to internet service provider or third party payment delays or failures, acts of God, strikes, lockouts, riots, acts of war, terrorism, earthquake, fire, or explosions. Any dates by which performance obligations are scheduled to be met will be extended for a time equal to the time lost due to the delay so caused.<\/p>\n\n\n\n

14.4 Enforcement<\/strong>. NPO will (a) ensure that all users of GoFundMe Pro Offerings comply with the terms and conditions of this Agreement; (b) promptly notify GoFundMe of any actual or suspected violation thereof; and (c) cooperate with GoFundMe with respect to any investigation and enforcement of this Agreement.<\/p>\n\n\n\n

14.5 Assignment<\/strong>. GoFundMe may assign this Agreement and any or all of its rights and obligations herein without NPO\u2019s approval. NPO may not assign or transfer this Agreement without the prior written consent of GoFundMe, which will not be unreasonably withheld.<\/p>\n\n\n\n

14.6 Export; Anti-Bribery<\/strong>. NPO acknowledges that the GoFundMe Pro Offerings are subject to Export Laws, and NPO hereby represents and covenants that (a) NPO is eligible to access the GoFundMe Pro Offerings under Export laws and all other applicable laws; and (b) NPO will import, export, re-export, transfer, or re-transfer the GoFundMe Pro Offerings to, or use or access the GoFundMe Pro Offerings in, any country or territory only in accordance with Export Laws and all other applicable laws. Furthermore, NPO hereby represents and covenants that it will comply with the U.S. Foreign Corrupt Practices Act of 1977, as amended, the U.K. Bribery Act of 2010, as amended, and the Convention on Combating Bribery of Foreign Public Officials and has not and will not make or receive, directly or indirectly, any payments, gifts, things of value, or offers or promises of payments, gifts, or things of value, in exchange for anything that may arise out of this Agreement in a manner that would violate these laws, rules, or any other applicable anti-corruption or anti-bribery laws or regulations.<\/p>\n\n\n\n

14.7 Notices<\/strong>. Any notices required to be given under this Agreement will be in writing sent to the physical or email address on file with GoFundMe for NPO or, in the case of GoFundMe, to the address set forth in Section 2 (Definitions) of this Agreement to the attention of Legal Department, with a copy to GFMLegal@gofundme.com. Physical notices will be deemed received the next day if sent via overnight mail or courier with confirmation of receipt, or 3 days after deposited in the mail sent certified or registered or via another reputable carrier with tracking.<\/p>\n\n\n\n

14.8 Relationship<\/strong>. This Agreement is not intended to create a partnership, franchise, joint venture, or agency, fiduciary or employment relationship. Neither party may bind the other party or act in a manner which expresses or implies a relationship other than that of independent contractor.<\/p>\n\n\n\n

14.9 Severability<\/strong>. If any part or provision of this Agreement is held to be unenforceable, illegal, or invalid by a court of competent jurisdiction for any reason whatsoever, (a) the validity, legality, and enforceability of the remaining provisions of this Agreement (including all portions of any provisions containing any such unenforceable provision that are not themselves unenforceable) will not in any way be affected or impaired thereby, and (b) to the fullest extent possible, the unenforceable, illegal, or invalid provision will be deemed modified and replaced by a provision that approximates the intent and economic effect of the unenforceable, illegal, or invalid provision, and this Agreement will be deemed amended accordingly.<\/p>\n\n\n\n

14.10 Survival<\/strong>. The following provisions will survive any termination, cancellation, or expiration of this Agreement: Sections 2 (Definitions), 3 (Agreement Structure and Scope), 4 (Financial Terms), 9 (Indemnification), 10 (Disclaimers and Limitation of Liability), 12 (Confidentiality), and 14 (General Provisions), and such other provisions that should reasonably survive termination, cancellation, or expiration hereof.<\/p>\n\n\n\n

14.11 No Waiver<\/strong>. No waiver of any provision of this Agreement will be effective unless it is in writing and signed by the party against which it is sought to be enforced; provided that GoFundMe may make updates to these Terms of Service at any time by posting them on the GoFundMe Pro Platform, and any such updates will be effective at the time of posting.<\/p>\n\n\n\n

14.12 Entire Agreement<\/strong>. This Agreement constitutes the parties\u2019 entire agreement relating to its subject matter. It cancels and supersedes all prior or contemporaneous oral or written communications, agreements, requests for proposals, proposals, conditions, representations, and warranties, or other communication between the parties relating to its subject matter as well as any prior contractual agreements between the parties. All pre-printed terms of any NPO (a) purchase order, (b) business processing document, or (c) online terms will have no effect. There have been no material representations or statements by any person or party to this Agreement as an inducement for a party hereto to accept this Agreement other than what is expressly set forth in writing herein.<\/p>\n\n\n\n

14.13 No Third Party Beneficiaries<\/strong>. This Agreement is for the benefit of the parties and their successors and permitted assigns and does not confer any rights or benefits on any third party. Notwithstanding the above, the parties acknowledge that all rights and benefits afforded to GoFundMe under this Agreement will apply equally to its licensors and suppliers, and the owner of the Third Party Products with respect to the Third Party Products, and such third parties are intended third party beneficiaries of this Agreement, with respect to the Third Party Products as applicable.<\/p>\n\n\n\n

14.14 Governing Law<\/strong>. This Agreement will be governed by the laws of the State of Delaware, without giving effect to the conflict of law provisions thereof. Neither the United Nations Convention of Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act will apply to this Agreement.<\/p>\n\n\n\n

14.15 Arbitration<\/strong>. NPO and GoFundMe agree that any dispute, controversy, or claim arising out of or relating to this Agreement, including its formation, interpretation, breach, termination, enforcement, or validity, will be resolved by binding arbitration, rather than in court, except that either party may elect to proceed in small claims court if such claims qualify. The Federal Arbitration Act and federal arbitration law apply to this Agreement. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Agreement as a court would. Before NPO may begin an arbitration proceeding, NPO must send a letter notifying GoFundMe of NPO\u2019s intent to pursue arbitration and describing NPO\u2019s claim to GoFundMe\u2019s registered agent Corporation Service Company, 2710 Gateway Oaks Drive, Suite 150N Sacramento, CA 95833. The arbitration will be conducted by the American Arbitration Association (AAA) under its commercial rules, which are available at www.adr.org or by calling 1-800-778-7879. Payment of filing, administration, and arbitrator fees will be governed by the AAA commercial fee schedule. The parties agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, the parties waive any right to a jury trial. Notwithstanding the foregoing, either party may bring suit in court to enjoin infringement or other misuse of intellectual property rights.<\/p>\n\n\n\n

14.16 Order of Precedence, Conflict<\/strong>. In the event of a conflict between Order Terms and these Terms of Service, these Terms of Service will control.  If the parties previously entered into a Master Service Agreement, such agreement will supersede these Terms of Service.<\/p>\n\n\n\n

14.17 Interpretation<\/strong>. Any reference to a statutory provision includes a reference to any modification or re-enactment of it from time to time. The headings and pronouns contained herein are for convenience and ease of reference only and will not affect the construction or interpretation of this Agreement. The word \u201cincluding\u201d in this Agreement means \u201cincluding, without limitation.\u201d All references to days mean calendar days, unless specified as business days. This Agreement will not be construed in favor of or against a party based on the author of the document.<\/p>\n\n\n\n

14.18 Counterparts<\/strong>. These Terms of Service, Order Terms, and any exhibits thereto may be executed in one or more counterparts, each of which will constitute an enforceable original of this Agreement, and the parties agree that electronic or digital signatures, as well as PDF-scanned copies of signatures, will be as effective and binding as original signatures.<\/p>\n\n\n\n

14.19 Remedies Cumulative; Injunctive Relief<\/strong>. Except as specifically set forth in this Agreement, all rights and remedies provided in this Agreement are cumulative and not exclusive of any other rights or remedies that may be available to the parties, whether provided by law, equity, statute, in any other agreement between the parties, or otherwise. Furthermore, in the event of a breach or threatened breach of the intellectual property obligations in this Agreement, the non-breaching party, in addition to any and all other rights (at law or in equity) which may be available, will have the right to seek injunctive relief and other appropriate equitable remedies to restrain any such breach or threatened breach, without the requirement of posting a bond.<\/p>\n\n\n\n

Exhibit A<\/h2>\n\n\n\n

Standard Contractual Clauses<\/strong><\/p>\n\n\n\n

The information to complete the Appendix to the Clauses is as follows:<\/p>\n\n\n\n

For Annex I.A of the Clauses:<\/p>\n\n\n\n