MATERIAL CHANGE INSTITUTE TERMS OF USE

PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS.

These terms and conditions set forth on this web page (together with any other policies referenced herein which are hereby incorporated by this reference, these “Terms of Use”) constitute a legally binding agreement between you and Material Change Institute (“MCI”, “we”, “us”, or “our”), and are the Terms of Use governing access and use of the MCI website located at materialchange.net (the “Website”).

By using the Website, you agree to fully comply with and be bound by the following Terms of Use each time you use the Website. If you do not agree to these Terms of Use, you must not access or use the Website or any part thereof. Our collection and use of personal information in connection with your access to and use of the Website is governed by our privacy policy (our “Privacy Policy”), which is available at Privacy Policy which is hereby incorporated by reference into these Terms of Use. Please review the following terms and our Privacy Policy carefully.

In the event of any inconsistency between the statements made in these Terms of Use and the Privacy Policy as it relates to the subject matter of the Privacy Policy, the terms of the Privacy Policy take precedence over these Terms of Use. All terms defined in these Terms of Use and our Privacy Policy shall have the meaning ascribed to them in the respective document and, if such term is not defined in the relevant document, it shall be ascribed the meaning given to it in these Terms of Use or Privacy Policy, as applicable.

Website Usage and Limitations

The contents of the Website, including text, graphics, images, video and audio files, information, and other materials contained or made available on the Website (collectively, “Content”) is made available to you strictly for your personal use in relation to your marketing and employment-related activities.

Changes to these Terms of Use

These Terms of Use may change from time to time. Your continued use of the Website after we make changes is deemed to be acceptance of those changes, so please check these Terms of Uses periodically for updates. If we make material changes to these Terms of Use, we will notify you through a notice sent via Website. The date these Terms of Use were last revised is identified at the top of these Terms of Use.

Links to Third-Party Websites

When you use the Website, you may find links to other websites that we don’t own or control. We are not responsible for the content or any other aspect of these third-party sites, including their collection of information about you or their use of any information that you make available to such websites. We provide these links to you only as a convenience, and the inclusion of any link does not imply endorsement of any kind by us. You should also read their terms and conditions and privacy policies.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL MCI AND ITS SUBSIDIARIES AND AFFILIATES, AND ITS AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, CONTRACTORS, OFFICERS, AND DIRECTORS, BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, LOSS OR THEFT OF ANY DATA PROVIDED ON OR THROUGH THE WEBSITE (INCLUDING ANY CREDIT CARD OR OTHER PERSONAL INFORMATION), ANY WEBSITES LINKED TO THE WEBSITE, OR ANY SERVICES OR CONTENT OFFERED THROUGH THE WEBSITE OR ANY THIRD-PARTY SITE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Disclaimer of Warranties

You understand and agree that your use of the Website (including all services and Content offered through the Website) is at your sole risk. Neither MCI, its affiliates nor any of their respective officers, directors, employees, agents, third-party content providers or licensors warrant that the Website will be uninterrupted or error free, nor does MCI make any representations or warranties as to the results that may be obtained from use of the Website, or as to the accuracy, reliability or content of any information or service provided through the Website. You understand that MCI cannot and does not guarantee, represent or warrant that information made available to you on the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Website for any reconstruction of any lost data. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, CONTENT, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THE WEBSITE, OR ON ANY OTHER WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE (INCLUDING ANY CONTENT PROVIDED THEREON) IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER MCI NOR ANY PERSON OR ENTITY ASSOCIATED WITH MCI MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE (INCLUDING ANY CONTENT PROVIDED THEREON). WITHOUT LIMITING THE FOREGOING, NEITHER MCI NOR ANY PERSON OR ENTITY ASSOCIATED WITH MCI REPRESENTS OR WARRANTS THAT THE WEBSITE (INCLUDING ANY SERVICES AND CONTENT PROVIDED THEREON) WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PERMITTED BY LAW, MCI HEREBY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

MCI CANNOT AND DOES NOT GUARANTEE THAT THE INFORMATION PROVIDED ON THE WEBSITE, WILL BE ACCURATE, RELIABLE OR FREE OF ERRORS.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Accessing the Website

We reserve the right to withdraw, modify or amend the Website and any Content that we provide as part of the Website in our sole discretion and without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users. You are responsible for (i) making all arrangements necessary for you to have access to the Website, including internet, mobile phone, computer and providing other equipment that you need to connect to the Website, and (ii) ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.

Donations Through the Website

If you wish to provide financial support to MCI, you may do so through the donation feature available on the Website at https://materialchange.net/donate/. All donations through the Website are processed through Stripe and are subject to the Stripe terms of service available at https://stripe.com/legal/end-users.

Prohibited Uses

You shall use the Website for lawful purposes only. You shall not use the Website to (i) transmit any material which violates or infringes in anyway upon the rights of others, which is unlawful, threatening, abusive, harassing, defamatory, invasive of privacy or publicity rights, vulgar, libelous, obscene, profane, or otherwise objectionable, (ii) encourage conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable federal, state, local, or international law or regulation, (iii) transmit content which contains advertising or any solicitation with respect to products or services without our prior consent, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation, (iv) impersonate any person or entity, (v) knowingly receive, upload, download, use, or re-use any material that does not comply with the standards set out in these Terms of Use, (vi) input false, inaccurate, or misleading information to the Website, or (vii) engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm MCI or users of the Website, or expose them to liability.

You shall not use any manual process or robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any material on the Website. You shall not use any device, software, or routine that interferes with the proper working of the Website, nor shall you introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. Any attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website does not comply with these Terms of Use and is strictly prohibited.

MCI’s Intellectual Property Rights

All right, title, and interest in and to the Website, including all Content included or made available on the Website, other than any third-party owned logos or materials that may be included in the Content, are and will remain the exclusive property of MCI, its affiliates, and its licensors. You agree that you do not have any right to use the MCI trademarks (including the Material Change Institute names and all related names, logos, products and service names, domain names, designs, and slogans) without the written permission of MCI, to be given in its sole discretion.

Monitoring

MCI shall have the right, but not the obligation, to (i) monitor the content of the Website, (ii) take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Website, and (iii) terminate or suspend your access to all or part of the Website for any or no reason, including any violation of these Terms of Use.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity and any other information of any user of the Website.

You acknowledge and agree that additional terms may govern your use of any social media accounts or community groups that are hosted or made available on third-party Websites. In addition, MCI assumes no responsibility for the privacy practices of such third-party websites or Websites.

Indemnification

You agree to defend, indemnify, and hold harmless MCI, its affiliates, licensors, and its respective directors, officers, employees, and agents from and against all claims liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use, our Privacy Policy, or any applicable law (including any law relating to the collection, storage and use of personal information), your use of the Website or the Content, other than as expressly authorized in these Terms of Use or your use of any information obtained from the Website.

You shall not transmit through the Website any material protected by copyright, trademark, or other proprietary rights without the express permission of the owner of the copyright, trademark, or other proprietary right. You bear the burden in determining that any material is not protected by copyright, trademark, or other proprietary rights. You shall be solely liable for any damage resulting from any infringement of copyright, trademark. or other proprietary rights, or any other harm (including any violation of an individual’s privacy rights) resulting from such transmission.

You indemnify and hold harmless MCI from any claims resulting from any action taken by MCI during, or taken as a consequence of, investigations relating to your use of the Website by either MCI or law enforcement authorities.

Governing Law and Jurisdiction

All matters relating to the Website and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).

Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in federal or state courts located in Alameda County in the State of California. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. Any cause of action brought by you with respect to the Website must be instituted within one (1) year after the events giving rise to the cause of action occurred or shall be forever waived and barred.

Miscellaneous Terms

No waiver by MCI of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of MCI to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms of Use will continue in full force and effect.

We may assign our rights and obligations under these Terms of Use without restriction. These Terms of Use will inure to the benefit of our successors, assigns, and licensees. You may not assign or transfer these Terms of Use (or the rights and licenses granted under them).

Except as they may be supplemented by additional Terms of Use, policies, guidelines, or standards, these Terms of Use (including any agreements and policies linked from these Terms of Use) constitute the entire agreement between MCI and you regarding your use of the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.

Your Feedback, Comments, and Concerns

Please contact us with any questions or requests related to these Terms of Use at info@materialchange.net.