© Copyright 2011, Connect the Dots Foundation (Twestival). All Rights Reserved.
The Twestival website and service ("Twestival") are owned and operated by Connect the Dots Foundation, a California nonprofit public benefit corporation ("Connect the Dots"). Organizers of local events (the "Organizers") may use Twestival, consistent with the guidelines, for purposes of reaching individual volunteers. Connect the Dots does not endorse any of such events, and the Organizers are not authorized agents of Connect the Dots. Connect the Dots disclaims all responsibility for the local and global events. Without limiting the foregoing, Connect the Dots makes no representations or warranties of any kind concerning the accuracy, suitability, safety or working conditions of any volunteer position found using Twestival. Individuals who wish to volunteer in events listed on Twestival do so of their own free will and at their own risk, and hereby agree to release and hold harmless Connect the Dots and its agents from and against all losses, claims or liabilities for personal injury or other damages incurred as a result of participation in any and all events listed on Twestival.
THESE TWESTIVAL TERMS AND CONDITIONS (THESE "TERMS") APPLY TO: (A) ANY TWESTIVAL EVENT THAT YOU ELECT TO ORGANIZE OR HOST; AND (B) ANY USE OF THE TWESTIVAL TRADE NAMES, TRADEMARKS, SERVICE MARKS, SYMBOLS OR/AND LOGO, INCLUDING THE TRADEMARKS TWESTIVAL, TWESTIVAL LOCAL, TWESTIVAL GLOBAL, AND RELATED DESIGNS AND LOGOS ("TWESTIVAL MARKS").
PLEASE READ THESE TERMS CAREFULLY.
IF YOU ORGANIZE OR HOST A TWESTIVAL EVENT ON BEHALF OF A COMPANY OR OTHER ENTITY, YOU REPRESENT THAT YOU ARE THE EMPLOYEE OR AGENT OF SUCH COMPANY (OR OTHER ENTITY) AND YOU HAVE THE AUTHORITY TO ACCEPT ALL OF THESE TERMS ON BEHALF OF SUCH COMPANY (OR OTHER ENTITY).
BY CLICKING ON THE “ACCEPT” BELOW, YOU ACKNOWLEDGE AND AGREE THAT: (A) YOU HAVE READ ALL OF THESE TERMS; (B) YOU UNDERSTAND ALL OF THESE TERMS; AND (C) YOU AGREE TO BE LEGALLY BOUND BY ALL OF THESES TERMS.
IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, YOU MAY NOT: (A) ORGANIZED OR HOST ANY TWESTIVAL EVENT; OR (B) USE ANY OF THE TWESTIVAL MARKS.
THE “EFFECTIVE DATE” OF THESE TERMS IS THE DATE YOU CLICK ON "ACCEPT" BELOW.
What We Can Do.
Grant – Subject to your fulfillment of all of your obligations set forth in these Terms, Twestival grants to you a nonexclusive, nontransferable, nonsublicensable, revocable and limited license to organize and host a Twestival event during the term of these Terms.
General Provisions –
Twestival will try to give each Twestival local a blog (the "Blog") that will be attached to Twestival's main website : (e.g., HYPERLINK "http://rochester.twestival.com" rochester.twestival.com).
Twestival's global and regional PR teams will set the direction of press for local cities. However, you may issue your own press releases.
Trademark Grant and Guidelines – Twestival is the owner of the Twestival Marks used in connection with a variety of charitable services and related goods. Twestival grants you a nonexclusive, nontransferable, and nonassignable license to use the Twestival Marks in connection with charitable services and related goods under the terms and conditions detailed below:
Use of the Twestival Marks: The Twestival Marks must be used in a form approved by Twestival, and, where practicable, the ® symbol must be used next to the mark TWESTIVAL. The Twestival Marks cannot be registered by you as any part of a trademark, service mark, logo, trade name, company name, domain name or search engine keyword. You may not modify or change the Twestival Marks or add any logo elements or merge with other terms without the prior written approval from Twestival (any such approved modified marks shall also be referred to herein as Twestival Marks).
Ownership of Twestival Marks: You acknowledge that the Twestival Marks are owned by Twestival, and you agree to do nothing inconsistent with such ownership. All use of the Twestival Marks by you shall inure to the benefit of and on behalf of Twestival. You agree that nothing in this agreement shall give you any rights, title, or interest in the Twestival Marks, other than the right to use the Twestival Marks in accordance with this agreement. You agree not to adopt or seek to register any mark confusingly similar to the Twestival Marks.
Quality Control: You agree that the nature and quality of the charitable services and related goods provided by you in connection with the Twestival Marks shall conform to standards set by, and under the control of, Twestival. At a minimum, the services offered in connection with the Twestival Marks shall be at least commensurate with the highest industry standards for the goods and services.
Term: You are authorized to use the Twestival Marks until July 30, 2011.
Your Obligations. You agree to all of the following:
Twestival Events –
You grant Twestival the right to assist (as Twestival determines in its sole discretion) with your fundraising initiatives.
Twestival local events must: (a) be organized 100% by volunteers; (b) take place the evening of March 24th, 2011; (c) be selected by the community through consensus; (d) be run by a team (as opposed to one single individual); and (e) not be associated with a company for its personal objectives.
Permitted Charitable Recipients –
The charitable recipient must: (a) be registered within its jurisdiction as a non-profit organization; (b) be locally based with an impact that is direct to the local community; (c) not be overtly religious or political; and (d) have transparent funding (including, but not limited to, the flow of funding).
All charitable recipients must be pre-approved, in writing, by Twestival's global team. A charitable recipient will likely be approved by Twestival's global team if it meets the above requirements, Twestival's efficiency standards and the vision of Twestival local.
Role of Lead Organizer – The lead organizer of the Twestival event is responsible for all aspects of the Twestival event including, but not limited to:
Ensuring that the funds raised go directly to charitable recipient;
Ensuring that the charitable recipient grants full permission to the lead organizer to use such charitable recipient's trade name, trademarks, service marks, symbols and logos to the extent needed to promote the Twestival event;
Ensuring that volunteers from the community are encouraged to participate in the organization and hosting of the Twestival event;
Managing all the Twestival event logistics;
Ensuring that the Twestival event costs come from sponsorships (not donations or ticket sales);
Transferring all funds raised as a result of the Twestival event to the charitable recipient within one week of the occurrence of the Twestival event;
Providing us with written notice of the official total raised as a result of the Twestival event before March 31, 2011;
Ensuring that a Twitter account for the Twestival event is set up ( HYPERLINK "http://www.twestival.com/events" http://www.twestival.com/events) well in advance of the date of the Twestival event; and
Ensuring that the lead organizer and his/her team act in a professional manner with respect to the use (including, but not limited to, the frequency and nature of messages) of Twitter, Facebook and other social sites. For instance, do not tweet about anything other than matters associated with Twestival event.
Use of Funds Raised – 100% of the funds raised through ticket sales and donations (including, but not limited to, auctions) must go directly to the charitable recipient.
Blog – You are responsible for all aspects of the Blog including, but not limited to, its management. We may, at our sole discretion, shut down the Blog without any advance notice to you.
Marketing – If you produce videos or related materials on behalf of Twestival for marketing purposes, you must provide the video or related material to us for our review and approval prior to publicly displaying or disclosing such video or related material.
Ownership. As between the parties and subject to the grants under these Terms, we own all right, title and interest in and to the Twestival Marks, any Twestival materials and any and all Intellectual Property Rights embodied therein. For the purpose of these Terms, "Intellectual Property Rights" means any and all patents, copyrights, moral rights, trademarks, trade secrets and any other form of intellectual property rights recognized in any jurisdiction, including applications and registrations for any of the foregoing. We reserve all rights not expressly granted in these Terms, and no licenses are granted by us to you under these Terms, whether by implication, estoppels or otherwise, except as expressly set forth in these Terms.
Warranty and Disclaimer. You represent, warrant and covenant that: (a) you will comply with all applicable laws, regulations, rules, orders and other requirements, now or hereafter in effect, of any applicable governmental authority ("Laws") and all of the terms and conditions of these Terms when (i) organizing or hosting a Twestival event or (ii) using the Twestival Marks; (b) you are solely responsible for organizing and hosting the Twestival event (including, but not limited to, all matters related to the organizing and hosting of such Twestival event and all issues that occur during such Twestival event); and (c) you will fulfill all of your obligations (as set forth in these Terms) in a professional manner. ALL OF TWESTIVAL'S SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS, WARRANTIES, COVENANTS OR CONDITIONS OF ANY KIND. TWESTIVAL DISCLAIMS ANY AND ALL LIABILITIES, RESPONSIBILITIES, WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO ANY TWESTIVAL EVENT (INCLUDING, BUT NOT LIMITED TO, PHYSICAL DAMAGES, FUND COLLECTION AND DISTRIBUTION, ISSUING CHARITABLE RECEIPTS AND ESTABLISHING A BAND ACCOUNT FOR A TWESTIVAL EVENT), ANY TWESTIVAL SERVICES, ANY TWESTIVAL MARKS AND THE BLOG WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE, INCLUDING ANY AND ALL (X) WARRANTIES OF MERCHANTABILITY, (Y) WARRANTIES OF FITNESS OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT TWESTIVAL KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE AWARE OF ANY SUCH PURPOSE), AND (Z) WARRANTIES OF NONINFRINGEMENT OR CONDITION OF TITLE. YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE RELIED ON NO WARRANTIES.
Indemnification. You will indemnify, defend and hold us and our directors, officers, employees, suppliers, consultants, contractors, and agents ("Twestival Indemnitees") harmless from and against any and all actual or threatened suits, actions, proceedings (at law or in equity), claims (groundless or otherwise), damages, payments, deficiencies, fines, judgments, settlements, liabilities, losses, costs and expenses (including, but not limited to, reasonable attorney fees, costs, penalties, interest and disbursements) resulting from any claim (including third-party claims), suit, action, or proceeding against any Twestival Indemnitees, whether successful or not, caused by, arising out of, resulting from, attributable to or in any way incidental to: (a) any alleged breach or any breach of these Terms (including, but not limited to, any breach (or alleged breach) of any of your representations, warranties or covenants); (b) your negligence or willful misconduct (or that of a party acting on your behalf or accessing your account); and
(c) any Twestival event you organize or host.
Limitation of Liability. IN NO EVENT WILL: (A) TWESTIVAL BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF REVENUE, LOSS OF GOODWILL, ANY INTERRUPTION OF BUSINESS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, ANY TWESTIVAL MARKS, ANY TWESTIVAL SERVICES, ANY TWESTIVAL EVENTS (OR MATTERS RELATING THERETO), ANY CHARITABLE RECIPIENTS AND/OR THE BLOG, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF TWESTIVAL HAS BEEN ADVISED OR IS OTHERWISE AWARE OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) TWESTIVAL'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED . MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION.
Termination. The term of these Terms with commence upon the Effective Date and continue until you have fulfilled all of your obligations under these Terms (unless earlier terminated as set forth in these Terms). Twestival may immediately terminate these Terms if you breach any of the terms of these Terms. Upon any termination of these Terms, all rights and licenses granted to you under these Terms will immediately cease. This sentence and the following provisions will survive any termination of these Terms: Ownership; Warranty and Disclaimer; Indemnification and Limitation of Liability.
Miscellaneous. These Terms together with the Twestival guidelines (which is incorporated into these Terms by reference) sets forth the entire agreement and understanding of the parties relating to the subject matter hereof, and supersedes all prior or contemporaneous agreements, proposals, negotiations, conversations, discussions and understandings, written or oral, with respect to such subject matter and all past dealing or industry custom. These Terms will be governed by and construed in accordance with the laws of the State of California applicable to agreements made and to be entirely performed within the State of California, without resort to its conflict of law provisions. Neither party will have any right or authority to assume or create any obligations or to make any representations or warranties on behalf of any other party, whether express or implied, or to bind the other party in any respect whatsoever. If any provision of these Terms is invalid, illegal or incapable of being enforced by any rule of law or public policy, all other provisions of these Terms will nonetheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated by these Terms are not affected in any manner adverse to any party. Upon such determination that any provision is invalid, illegal or incapable of being enforced, the parties will negotiate in good faith to modify these Terms so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled. Notwithstanding any terms to the contrary in these Terms, you agree to: (i) do business electronically with Twestival (including, providing all notices to Twestival via email); (ii) receive electronically all current and future notices, disclosures, communications and information; (iii) all such electronic notices satisfy any legal requirement that such communications be in writing; and (iv) provide (on or before the Effective Date) Twestival with a true, accurate and complete email address to which Twestival can send you notices and at which you will receive such notices. An electronic notice will be deemed to have been received the day of receipt as evidenced by such email.