BACKGROUND:

 

            These Terms and Conditions, together with any and all other documents referred to herein, set out the terms of use under which you may use WeGive (“Our Web App”).  Please read these Terms and Conditions carefully and ensure that you understand them.  You will be required to read and accept these Terms and Conditions when signing up for an Account.  If you do not agree to comply with and be bound by these Terms and Conditions, you must stop using Our Web App immediately.

 

 

1.             Definitions and Interpretation 

1.1          In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

 

“Account” Means an account required to access and use Our Web App, as detailed in Clause 4;

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“Content”means any and all text, images, audio, video, scripts, code, software, databases and any other form of information capable of being stored on a computer that appears on, or forms part of, Our Web App;

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“User” means a user of Our Web App;

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“User Content” means information shared or displayed by users within the App that has been created, selected and/or uploaded by Users in Our Web App directly, or indirectly via an API or tool that renders said information within our App view; 

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“We/Us/Our”means WeGive Trading Limited, a limited company registered in England under company number 11847159, whose registered address is 29/30 Fitzroy Square, London, United Kingdom, W1T 6LQ.

 

2.             Information About Us

2.1          Our Web App is owned and operated by Us.

2.2          Our processing partner Charities Trust is regulated by the Charities Commission (Charity Registration Number 327489), are registered with the Fundraising Regulator and are HMRC Approved.

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3.             Access to Our Web App

3.1          Access to Our Web App is free of charge.

3.2          It is your responsibility to make any and all arrangements necessary in order to access Our Web App.

3.3          We may from time to time make changes to Our Web App:

3.3.1           Minor changes may be required to make underlying technical alterations, for example, to fix an error or to address a security issue.  We will inform you by email or update you with our current production status on our App homescreen or by showing version number of the App in the profile section of any such changes (including, if applicable, anything that you need to do), however they will be unlikely to materially affect your use of Our Web App;

3.3.2           Minor changes may be made to reflect changes in the law or other regulatory requirements. We will inform you by email or within our App  of any such changes (including, if applicable, anything that you need to do), however they will be unlikely to materially affect your use of Our Web App; and

3.3.3           We will continue to develop and improve Our Web App over time, in some cases making significant changes to it.  You will be kept fully informed of any and all such changes.

3.4          We will always aim to ensure that Our Web App is available at all times.  In certain limited cases, however, We may need to temporarily suspend availability to make certain changes outlined under sub-Clause 3.3.  Unless We are responding to an emergency or an urgent issue, We will inform you in advance of any interruptions to the availability of Our Web App.

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4.             Accounts

4.1          An Account is required to use Our Web App.in an optimal manner. You may access our app and make a donation to a charity without creating an Account. When doing so you will adhere to the Terms and Conditions of the App as if you were a registered account holder

4.2          When creating an Account, the information you provide must be accurate and complete.  If any of your information changes at a later date, it is your responsibility to ensure that your Account is kept up-to-date.

4.3          We recommend that you choose a strong password for your Account, this is specified in our Web App on the appropriate screen.  It is your responsibility to keep your password safe.  You must not share your Account with anyone else.  If you believe your Account is being used without your permission, please contact Us immediately.  We will not be liable for any unauthorised use of your Account.

4.4          You must not use anyone else’s Account.

4.5          Any personal information provided in your Account will be collected, used, and held in accordance with your rights and Our obligations under the Data Protection Act, as set out in Clause 16.

4.6          If you wish to close your Account, you may do so at any time.  Closing your Account will result in the removal of your information.  Closing Your account does not mean any User Content that you have created from Our system will automatically be removed. We will retain any records deemed necessary to comply with our regulatory obligations in accordance with our Privacy Policy.

 

5.             Our Intellectual Property Rights and Licence

5.1          We grant Users a limited, non-exclusive, revocable, worldwide, non-transferable licence to use Our Web App to donate money to the charities of your choice for personal (including research and private study) and business purposes, subject to these Terms and Conditions.

5.2          Subject to the licence granted to Us under sub-Clause 8.3, Users retain the ownership of copyright and other intellectual property rights in their User Content (subject to any third-party rights in that User Content and the terms of any licence under which you use such content).

5.3          All other Content included in Our Web App (including all user-facing material, and all underlying material such as code, software and databases) and the copyright and other intellectual property rights in that Content, unless specifically labelled otherwise, belongs to or has been licensed by Us.  All Content is protected by applicable United Kingdom and international intellectual property laws and treaties.

5.4          By accepting these Terms and Conditions, you hereby undertake:

5.4.1           Not to copy, download or otherwise attempt to acquire any part of Our Web App;

5.4.2           Not to disassemble, decompile or otherwise reverse engineer Our Web App;

5.4.3           Not to allow or facilitate any use of Our Web App that would constitute a breach of these Terms and Conditions; and

5.4.4           Not to embed or otherwise distribute Our Web App on any website, ftp server or similar.

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6.             Links to Our Web App

6.1          You may link to Our Web App provided that:

6.1.1           You do so in a fair and legal manner;

6.1.2           You do not do so in a manner that suggests any form of association, endorsement or approval on Our part where none exists;

6.1.3           You do not use any of Our logos or trademarks (or any others displayed on Our Web App) without Our express written permission; and

6.1.4           You do not do so in a way that is calculated to damage Our reputation or to take unfair advantage of it.

6.2          You may not link to Our Web App from any other website the content of which contains material that:

6.2.1           Is sexually explicit;

6.2.2           Is obscene, deliberately offensive, hateful or otherwise inflammatory;

6.2.3           Promotes violence;

6.2.4           Promotes or assists in any form of unlawful activity;

6.2.5           Discriminates against, or is in any way defamatory of, any person, group or class of persons, race, sex, religion, nationality, disability, sexual orientation, or age;

6.2.6           Is designed or is otherwise likely to threaten, harass, annoy, alarm, inconvenience, upset, or embarrass another person;

6.2.7           Is calculated or is otherwise likely to deceive another person;

6.2.8           Is designed or is otherwise likely to infringe (or threaten to infringe) another person’s privacy;

6.2.9           Misleadingly impersonates any person or otherwise misrepresents the identity or affiliation of a particular person in a way that is calculated to deceive (obvious parodies are not included in this definition provided that they do not fall within any of the other provisions of this sub-Clause 6. 3);

6.2.10        Implies any form of affiliation with Us where none exists;

6.2.11        Infringes, or assists in the infringement of, the intellectual property rights (including, but not limited to, copyright, trade marks, patents and database rights) of any other party; or

6.2.12        Is made in breach of any legal duty owed to a third party including, but not limited to, contractual duties and duties of confidence.

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7.             Links to Other Content

We may provide links to other content such as websites, web apps and downloadable apps.  Unless expressly stated, this content is not under Our control.  We neither assume or accept responsibility or liability for such third party content.  The provision of a link by Us is for reference only and does not imply any endorsement of the linked content or of those in control of it.

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8.             User Content

8.1          You agree that you will be solely responsible for any and all User Content that you create or upload using Our Web App.  Specifically, you agree, represent and warrant that you have the right to create or upload the User Content and the right to use all materials of which it is comprised and that it will not contravene any aspect of Our Acceptable Usage Policy, detailed in Clause 10.

8.2          You agree that you will be liable to Us and will, to the fullest extent permissible by law, indemnify Us for any breach of the warranties given by you under sub-Clause 8.1.  You will be responsible for any loss or damage suffered by Us as a result of such breach.

8.3          You (or your licensors, as appropriate) retain ownership of your User Content and all intellectual property rights subsisting therein.  By creating or uploading User Content, you grant Us an unconditional, non-exclusive, fully transferable, royalty-free, perpetual, worldwide licence to use, store, archive, syndicate, publish, transmit, adapt, edit, reproduce, distribute, prepare derivative works from, display, perform and sub-licence your User Content for the purposes of operating and promoting Our Web App.

8.4          If you wish to remove User Content, you may do so by contacting us via the Support section of our App within the Account tab or via Contact details provided in our Privacy Policy.  Removing User Content also revokes the licence granted to Us to use that User Content under sub-Clause 8.3.  You acknowledge, however, that caching or references to your User Content may not be made immediately unavailable (or may not be made unavailable at all where they are outside of Our reasonable control).

8.5          We may reject, reclassify, or remove any User Content created or uploaded using Our Web App where that User Content, in Our sole opinion, violates Our Acceptable Usage Policy, or if We receive a complaint from a third party and determine that the User Content in question should be removed as a result.

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9.             Intellectual Property Rights and User Content

9.1          All User Content and the intellectual property rights subsisting therein, unless specifically labelled otherwise, belongs to or has been licenced by the relevant User.  All User Content is protected by applicable United Kingdom and international intellectual property laws and treaties.

9.2          Users may not copy, distribute, publicly perform, publicly display, reproduce or create derivative works based upon, another User’s User Content without first obtaining the express consent of the User to whom the User Content in question belongs.

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10.          Acceptable Usage Policy

10.1       You may only use Our Web App in a manner that is lawful and that complies with the provisions of this Clause 10.  Specifically:

10.1.1        You must ensure that you comply fully with any and all applicable local, national and international laws and/or regulations;

10.1.2        You must not use Our Web App in any way, or for any purpose, that is unlawful or fraudulent;

10.1.3        You must not use Our Web App to knowingly send, upload, or in any other way transmit data that contains any form of virus or other malware, or any other code designed to adversely affect computer hardware, software or any data of any kind; and

10.1.4        You must not use Our Web App in any way, or for any purpose, that is intended to harm any person or persons in any way.

10.2       The following types of User Content are not permitted on Our Web App and you must not create, submit, communicate or otherwise do anything that:

10.2.1        is sexually explicit;

10.2.2        is obscene, deliberately offensive, hateful, or otherwise inflammatory;

10.2.3        promotes violence;

10.2.4        promotes or assists in any form of unlawful activity;

10.2.5        discriminates against, or is in any way defamatory of, any person, group or class of persons, race, sex, religion, nationality, disability, sexual orientation, or age;

10.2.6        is intended or otherwise likely to threaten, harass, annoy, alarm, inconvenience, upset, or embarrass another person;

10.2.7        is calculated or otherwise likely to deceive;

10.2.8        is intended or otherwise likely to infringe (or threaten to infringe) another person’s right to privacy;

10.2.9        misleadingly impersonates any person or otherwise misrepresents your identity or affiliation in a way that is calculated to deceive (obvious parodies are not included within this definition provided that they do not fall within any of the other provisions of this sub-Clause 10.2);

10.2.10     implies any form of affiliation with Us where none exists;

10.2.11     infringes, or assists in the infringement of, the intellectual property rights (including, but not limited to, copyright, patents, trade marks and database rights) of any other party; or

10.2.12     is in breach of any legal duty owed to a third party including, but not limited to, contractual duties and duties of confidence.

10.3       We reserve the right to suspend or terminate your Account and/or your access to Our Web App if you materially breach the provisions of this Clause 10 or any of the other provisions of these terms and conditions.  Specifically, We may take one or more of the following actions:

10.3.1        Suspend, whether temporarily or permanently, your Account and/or your right to access Our Web App;

10.3.2        Remove any of your User Content which violates this Acceptable Usage Policy;

10.3.3        Issue you with a written warning;

10.3.4        Take legal proceedings against you for reimbursement of any and all relevant costs on an indemnity basis resulting from your breach;

10.3.5        Take further legal action against you as appropriate;

10.3.6        Disclose such information to law enforcement authorities as required or as we deem reasonably necessary; and/or

10.3.7        Any other actions which We deem reasonably appropriate (and lawful).

10.4       We hereby exclude any and all liability arising out of any actions (including, but not limited to, those set out above) that We may take in response to breaches of these Terms and Conditions.

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11.          Disclaimers

11.1       No part of Our Web App or any accompanying documentation (whether provided in electronic form or otherwise) constitutes advice on which you should rely and is provided for general information purposes only.  Professional or specialist advice should always be sought before taking any action relating to making charitable donations.

11.2       Subject to any legal rights you may have as a consumer, insofar as is permitted by law, We make no representation, warranty, or guarantee that Our Web App will meet your requirements, that it will be fit for a particular purpose, that it will not infringe the rights of third parties, that it will be compatible with all software and hardware, or that it will be secure.

11.3       We make reasonable efforts to ensure that the Content contained within Our Web App is complete, accurate and up-to-date.  We do not, however, make representations, warranties or guarantees (whether express or implied) that Our Web App (and the Content therein) is complete, accurate or up-to-date.

11.4       If you are a consumer, and as a result of Our failure to exercise reasonable care and skill, any digital content of which Our Web App is comprised (that is not User Content) damages your device or other digital content belonging to you, you may be entitled to certain legal remedies.  For more details concerning your rights and remedies as a consumer, please contact your local Citizens Advice Bureau or Trading Standards Office.

11.5       We are not responsible for the content or accuracy, or for any opinions, views, or values expressed in any User Content created using Our Web App.  Any such opinions, views, or values are those of the relevant User, and do not reflect Our opinions, views, or values in any way.

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12.          Our Liability

12.1       If you are a consumer, We will be liable to you for any foreseeable loss or damage that is caused by Us as a result of Our breach of these Terms and Conditions or Our failure to exercise reasonable care and skill.

12.2       If you are a business, to the fullest extent permissible by law, We accept no liability for any foreseeable loss in contract, tort (including negligence), for breach of statutory duty, or otherwise arising out of or in connection with the use of (or inability to use) Our Web App or the use of or reliance upon any Content (whether that Content is provided by Us or whether it is User Content) included in Our Web App.

12.3       To the fullest extent permissible by law, We accept no liability to consumers or businesses for loss or damage that is not foreseeable.

12.4       To the fullest extent permissible by law, We exclude all representations, warranties, and guarantees (whether express or implied) that may apply to Our Web App or any Content (including User Content) included in Our Web App.

12.5       If you are a business, We accept no liability for loss of profits, sales, business or revenue; loss of business opportunity, goodwill or reputation; loss of anticipated savings; business interruption; or for any indirect or consequential loss or damage.

12.6       We exercise all reasonable skill and care to ensure that Our Web App is free from viruses and other malware.  Subject to sub-Clause 12.4, We accept no liability for any loss or damage resulting from a virus or other malware, a distributed denial of service attack, or other harmful material that may adversely affect your hardware, software, data or other material that occurs as a result of your use of Our Web App (including the downloading of any Content (including User Content) from it) or from any other website We may provide a link to.

12.7       We neither assume nor accept responsibility or liability arising out of any disruption or non-availability of Our Web App resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, natural events, acts of war, or legal restrictions and censorship.

12.8       Nothing in these Terms and Conditions excludes or restricts Our liability in any situation where it would be unlawful for us to do so including fraud or fraudulent misrepresentation, for death or personal injury resulting from negligence, or for any other forms of liability which cannot be excluded or restricted by law.  For full details of applicable consumers’ legal rights, including those relating to digital content, please contact your local Citizens’ Advice Bureau or Trading Standards Office.

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13.          Viruses, Malware and Security

13.1       We exercise all reasonable skill and care to ensure that Our Web App is secure and free from viruses and other.  We do not, however, guarantee that Our Web App is secure or free from viruses or other malware and accept no liability in respect of the same, as detailed in sub-Clause 13.6.

13.2       You are responsible for protecting your hardware, software, data and other material from viruses, malware and other internet security risks.

13.3       You must not deliberately introduce viruses or other malware, or any other material which is malicious or technologically harmful either to or via Our Web App.

13.4       You must not attempt to gain unauthorised access to any part of Our Web App, the server on which Our Web App is stored, or any other server, computer, or database connected to Our Web App.

13.5       You must not attack Our Web App by means of a denial-of-service attack, a distributed denial of service attack, or by any other means.

13.6       By breaching the provisions of sub-Clauses 13.3 to 13.5 you may be committing a criminal offence under the Computer Misuse Act 1990.  Any and all such breaches will be reported to the relevant law enforcement authorities and We will cooperate fully with those authorities by disclosing your identity to them.  Your right to use Our Web App will cease immediately in the event of such a breach and, where applicable, your Account will be suspended and/or deleted.

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14.          Privacy and Cookies

The Use of Our Web App is also governed by Our Privacy and Cookie Policy, available from the website of our parent company WeGiveVentures.com. This policy is incorporated into these Terms and Conditions by this reference.

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15.          Communications from Us

15.1       If you have an Account, We may from time to time send you important notices by email or from within Our Web App.  Such notices may relate to matters including, but not limited to, service changes, changes to these Terms and Conditions, changes to Our Web App, and changes to your Account.

15.2       We will never send you marketing emails of any kind without your express consent.  If you do give such consent, you may opt out at any time.  Any and all marketing emails sent by Us include an unsubscribe link.  If you opt out of receiving emails from Us at any time, it may take up to 5 business days for Us to comply with your request.  During that time, you may continue to receive emails from Us.

15.3       For questions or complaints about email communications from Us (including, but not limited to, marketing emails), please contact Us via the Support section within the Web App which is found in the Account section.

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16.          Regulatory and Legal Requirements

16.1       You agree to provide Us with any documentation that the Charities Trust (including but not limited to original passports and / or driving licences and current utility bills showing home addresses) that it might require in order for it to comply with all applicable money laundering regulations, so that the You and any of your employees, can be identified by Charities Trust for money laundering or other regulatory purposes. You agree that Charities Trust can copy any such documentation if Charities Trust deems it necessary in its sole discretion to do so. You agree that it may also have to provide details of any funding in connection with the Services and details of the underlying source of those funds.

 

16.2       You agree that this obligation is ongoing, so that it must comply with any written request by Charities Trust to provide such evidence throughout the term of the Terms and Conditions, whether or not information has been supplied already.

 

16.3       Failure to provide any of the documentation referred to in the clause may lead to Us terminating Our agreement with you, effective immediately.

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17.          Disclaimers

17.1       In the event that You fail to comply with any of its obligations under the terms of this Agreement, We will not be obliged to continue the provision of any or all of the Services, which are applicable in the circumstances.

 

17.2       We do not in any way guarantee or endorse the charitable purposes or the financial standing  of any third-party organisation to which We facilitate donation.

 

17.3       We shall not be liable for any breach by You, or Your Users of the rules relating to Gift Aid or for any penalties or other sanctions imposed on a Customer, or Customer’s User by HMRC or any other body for any reason (including without limitation infringements of the benefit rules applying to Gift Aid).

 

17.4       We reserve to ourselves the same power of investment in respect of Funds received as part of the Services provided should pending distribution of Funds prevent actual distribution of Funds, if this is caused by regulatory, or other oversight preventing the recipient Charities or CASCs from receiving said Funds. It will be at Our discretion, in alignment with Charities Trust to apply any residual pending distribution of Funds as we or Charities Trust thinks fit, which shall be under no obligation or liability to account for or deliver up such income or gains.

 

18.          Other Important Terms

18.1       We may transfer (assign) Our obligations and rights under these Terms and Conditions (and under the Contract, as applicable) to a third party (this may happen, for example, if We sell Our business).  If this occurs, you will be informed by Us in writing.  Your rights under these Terms and Conditions will not be affected and Our obligations under these Terms and Conditions will be transferred to the third party who will remain bound by them.

18.2       You may not transfer (assign) your obligations and rights under these Terms and Conditions (and under the Contract, as applicable) without Our express written permission.

18.3       The Contract is between you and Us.  It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms and Conditions.

18.4       If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions.  The remainder of these Terms and Conditions shall be valid and enforceable.

18.5       No failure or delay by Us in exercising any of Our rights under these Terms and Conditions means that We have waived that right, and no waiver by Us of a breach of any provision of these Terms and Conditions means that We will waive any subsequent breach of the same or any other provision.

 

19.          Changes to these Terms and Conditions

19.1       We may alter these Terms and Conditions at any time. Any such changes will become binding on you upon your first use of Our Web App after the changes have been implemented.  You are therefore advised to check this page from time to time.

19.2       In the event of any conflict between the current version of these Terms and Conditions and any previous version(s), the provisions current and in effect shall prevail unless it is expressly stated otherwise.

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20.          Contacting Us

To contact Us, please in the first instance contact us using the Support function that can be found in the Account section of Our Web App at or by using any of the methods provided on Contact Us page at WeGiveVentures.com, or within our Privacy Policy.

21.          Law and Jurisdiction

21.1       These Terms and Conditions, the Contract, and the relationship between you and Us (whether contractual or otherwise) shall be governed by, and construed in accordance with the law of England & Wales.

21.2       If you are a consumer, you will benefit from any mandatory provisions of the law in your country of residence. Nothing in Sub-Clause 21.1 above takes away or reduces your rights as a consumer to rely on those provisions.

21.3       If you are a consumer, any dispute, controversy, proceedings or claim between you and Us relating to these Terms and Conditions, the Contract, or the relationship between you and Us (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England, Wales, Scotland, or Northern Ireland, as determined by your residency. 

21.4       If you are a business, any disputes concerning these Terms and Conditions, the relationship between you and Us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of England and Wales.