Campaign Owner Agreement
This crowdfunding campaign agreement (hereinafter "Agreement") is a legal and binding contract between you (being an individual or an incorporated or unincorporated legal entity, partnership or otherwise, hereinafter referred to as "Campaign Owner") and TrueGiv India Foundation, a registered trust (hereinafter referred to as "TrueGiv"), setting out the terms and conditions for campaigning and crowdfunding through TrueGiv on its platform www.truegiv.in.
1) The definition of some of the terms used in this Agreement, in alphabetical order, are as follows:
(a) Campaign: Any idea, cause, effort, or event for which a Campaign Owner wishes to raise funds on the Platform. The campaign proposed to be conducted or undertaken by the Campaign Owner on the Platform for the purposes of raising monies or receiving contributions for any Campaign and which may typically last for a period of 14 to 90 days, as per the terms of this Agreement and those prescribed by TrueGiv at the time of approving the Campaign and/or the Campaign. Campaign Owners cannot start campaigns that involve loans, investments, equity, shares, contributions for any illegal activities, or anything related to a criminal investigation; or for raising funds for personal expenses or to buy real estate, or pre-sell stakes or holidays in properties that are not yet owned or built by the Campaign Owner.
(b) Campaign Owner: Any individual, company, partnership, organization, trust, NGO, or other entity that is seeking to conduct a Campaign to raise funds on the Platform for any Campaign;
(c) Campaign Page: The page/s on TrueGiv.in where the donors will be able to make their contributions and where all the promotional materials (videos, images, information, graphics, etc.) that the Campaign Owners wish to use to raise funds for their Campaign shall reside. TrueGiv holds the sole right and discretion to decide what campaign material or promotion it allows and disallows on its platform.
(d) Funder: Any individual, company, organization, trust, or any other entity that supports any Campaign by contributing funds to a Campaign.
(e) Funding: The financial contributions received from Funders towards a Campaign.
(f) Funding Goal: The financial aim or target of a Campaign. Depending on the type of campaign, the maximum funding allowed to be collected can be capped at either the funding goal or at a higher amount than the Funding goal. Campaigns are also allowed to raise unlimited funds beyond their goal depending on the type of campaign. If the campaign requires a new higher goal and new end date, the same can be pre-decided (this will be called a stretch goal).
(g) Funding Period: The maximum period for which a Campaign is to be run pursuant to which funding can be made. Every campaign shall have a start and end date predefined.
(h) Intellectual Property Rights: Means any and all now known or hereafter tangible and intangible rights associated with works of authorship, including but not limited to copyrights, moral rights, and mask-works; trademark and trade name rights and similar rights; trade secret rights; and all other Intellectual Property Rights of every kind and nature throughout the universe and however designated, whether arising by operation of law, contract, license, or otherwise.
(i) Platform: The website www.truegiv.in is defined as the platform.
(j) Total Funds Raised: The total value of funding (net of any refunds of funding) that a Campaign has received at the end of the Funding Period.
(k) User: Any person, company, organization, entity, etc. who/which registers on TrueGiv.in to either raise funds through a campaign or to follow a campaign or fund a campaign.
(l) Visitor: Any person, company, organization, entity, etc. who/which accesses any part of the website of TrueGiv or any Campaign Page. Irrespective of whether the person chooses to contribute funds or not, they can show their support through sharing the Campaign/Campaign details on any media (including social media networks).
2. The definition of some of the types of campaigns are as follows:
Campaign type: A Campaign Owner can showcase and raise funds for a Campaign by either one of the following 2 types of Campaigns:
a) "Fixed/ All Or Nothing (AON)" Campaign: When the campaign objective requires a minimum amount of money to be accomplished and fulfill the promised rewards. These are Campaigns where monies would be transferred and handed over to the Campaign Owner only if the pre-agreed Funding Goal is achieved at the end of the Funding Period. If the Total Funds Received is less than the Funding Goal specified by the Campaign Owner, all the funds raised pursuant to such campaign shall be refunded to the Funders. The Campaign Owner shall bear the cost of the payment processing charges of 3% plus tax in case of refunds.
b) "Flexible/ Keep What You Get (KWYG)" Campaign: When any amount of money will help the Campaign Owner reach their campaign objectives and/or still be able to fulfill the rewards promised or help them meet part of their campaign objective. These are Campaigns where the Total Funds Raised would be transferred and handed over to the Campaign Owner even if the pre-agreed Funding Goal is not met.
c) “Group Campaign”: These are Flexible/Keep What You Get (KWYG) Campaigns that are done with groups of people from schools/colleges, volunteer groups, etc. These are campaigns that TrueGiv does for Campaign Owners who are NGOs, trusts, etc. generally. TrueGiv will help create the content for these campaigns. While the data, images/visuals, facts, and costs of the program/initiative are given by the Campaign Owner, the content will be created by TrueGiv. The responsibility of giving accurate information and images without any copyright/legal issues will still rest with the Campaign Owner. The execution of these campaigns will be done by TrueGiv at schools/corporates, etc., once the campaign story and draft are approved by the Campaign Owner by email. The Campaign Owner can further market these campaigns if they choose to. While these group campaigns are being done on TrueGiv, the NGOs can work on parallel crowdfunding campaigns outside India (exclusivity clause exception) but not do the same campaign in India with other crowdfunding platforms. Pricing will be as per Clause 16. The Campaign Owner/Truegiv in such cases will be responsible for issuing 80G receipts within 2-4 weeks of the funds being received from TrueGiv to all funders. The Campaign Owner also agrees to give feedback on the use of funds and project execution to all the funders and volunteers. This feedback has to be posted on the TrueGiv platform so that all funders & participants in the school/corporate/group campaigns get to access it.
TrueGiv and the Campaign Owner shall mutually agree upon whether a Campaign qualifies to be a FIXED/ ALL OR NOTHING (AON) campaign or a FLEXIBLE/ KEEP WHAT YOU GET (KWYG) Campaign or a Group Campaign.
3) Campaign set up: The Campaign Owner shall be solely responsible for creating his/her or its own Campaign Pages within the format provided by TrueGiv. The Campaign Owner must source all relevant content to be published on the Campaign Page/s himself/herself/itself and must do so in compliance with applicable Indian and international laws, including all intellectual property laws, copyright laws, and confidentiality laws. The Campaign Owner shall ensure that the Campaign Page does not contain third-party copyrighted material or material that is subject to other third-party proprietary rights unless the Campaign Owner has the necessary permission from the rightful owner of the material or is otherwise legally entitled to post the material (and to further grant TrueGiv all the license and rights as outlined in more detail below).
Any Campaign that is to be launched on TrueGiv shall be done after TrueGiv has approved the content of the Campaign Page, including the pitch, the video, rewards, information, imagery & graphics, team information, etc. Any feedback from TrueGiv requiring the Campaign Owner to modify any part of the Campaign Page must be implemented by the Campaign Owner. TrueGiv reserves and shall have the absolute right and discretion to prevent or prohibit unsatisfactory or undesirable campaigns from going live or being hosted on its Platform.
While creating the Campaign on TrueGiv.in, the Campaign Owner shall commit to an update frequency to be adhered to for the period of implementation of the project, endeavor, purpose, etc., of the Campaign. Any Campaign may be withdrawn by the Campaign Owner at any point before the end of the Funding Period. Once a Campaign is withdrawn, the Campaign Owner shall not be entitled to any Funding nor be entitled to resume such Campaign at a later date and cannot retain or claim any of the Funding received prior to the withdrawal. However, a Campaign Owner shall be eligible to recreate and repost his/her or its own Campaign for submission in case any Campaign does not reach its funding goal within the Funding Period. The placement of the Campaign Page as to where it appears on the website www.truegiv.in shall be determined solely by TrueGiv at its exclusive discretion.
4) Exclusivity: The Campaign Owner shall not run the same campaign, directly or indirectly, on any other website or platform in India for the duration of the said campaign on TrueGiv.
5) Funding goal & period: The Funding Goal and the Funding Period of a Campaign shall be determined and agreed upon before the Campaign Page goes live. The minimum Funding Period shall be 10 days, and the maximum period can be mutually agreed upon. Once the Campaign Page has gone live, the Campaign Owner shall not be permitted to change the Funding Goal and/or the Funding Period unless agreed upon mutually between the Campaign Owner and TrueGiv. Flexible/Keep What You Get Campaigns would be deemed completed and be cut off by the platform at the end of the Funding Period. Fixed/All or Nothing Campaigns would be deemed concluded and be cut off by the Platform as soon as they exceed the maximum funding allowed or the stretch funding goal (that is pre-agreed to) anytime within the Funding Period. TrueGiv does not guarantee any funding and shall not be responsible for any failure on the part of the Campaign Owner in securing funds from Funders. TrueGiv may delay, withhold, cancel, or refund any funding or other amounts without giving any notice and incurring any liability to the Campaign Owner in case it is unable to verify any information relating to such funding to its satisfaction. Also, the Campaign Owners may contact TrueGiv to cancel funding for their Campaign for any reason and at any time before the Funding Period ends. In such cases, they shall not be required to fulfill any rewards relating to that Campaign. In such cases, any funds collected will be refunded to the Funders, and the Campaign Owner shall bear the cost of the payment processing charges of 3% plus applicable tax.
6) TrueGiv branding & credits on promotional material: The Campaign Owner shall ideally include TrueGiv's logo and branding on all Campaign and/or Campaign-related marketing material. This pertains to both online and offline material and includes online banners, posters, leaflets, email shots, etc. TrueGiv will provide the logo and other branding guidelines to be used, and usage of which is to be pre-approved by TrueGiv before using the same. The Campaign Owner shall ensure that TrueGiv is credited as the "Online Crowdfunding Partner" in all Campaign-related online and offline promotions, events, PR, and advertising. The Campaign Owner also agrees that in the event of a successful Campaign, TrueGiv shall be entitled to use the Campaign Owner's brand and Campaign as an example of a successful campaign both on or off the Platform and in any of TrueGiv's communication as it may seem fit, including in PR articles and offline PR events.
7) Campaign marketing: The Campaign Owner shall be responsible for marketing the Campaign to his/her/its customers, well-wishers, friends, family, acquaintances, followers, etc., through various online and offline channels as may be deemed fit. The responsibility of ensuring the success of any Campaign shall solely rest with the Campaign Owner. The Campaign Owner acknowledges and accepts that the Platform is merely a facilitator, functioning as a marketplace for raising funds for a Campaign, and that TrueGiv does not guarantee any Campaign's success or agree to take on any marketing obligations on behalf of the Campaign Owner or in respect of any Campaign whatsoever under any circumstances. Any and all risks regarding the success or failure of the Campaign shall be solely that of the Campaign Owner.
8) Foreign funds: Foreign contributions may be made to Campaigns provided the Campaign is eligible for receiving such foreign contributions and adheres to applicable Indian laws, with such contributions received in accordance with applicable laws relating to foreign exchange. The Campaign Owner shall ensure that any registrations, certificates, licenses, etc., which may be required for the purposes of receiving foreign contributions, are obtained and remain valid for at least 90 days from the end of the Funding Period. Copies of all such registrations would need to be submitted to TrueGiv prior to the finalization of the Campaign. It shall be the Campaign Owner's sole responsibility and liability to ensure that a Campaign is entitled to receive contributions from foreign Funders and that such contributions are received in accordance with applicable laws and regulations. TrueGiv shall not be liable or accountable whatsoever for any violation, circumvention, or other non-compliance with respect to foreign contributions. However, TrueGiv may, at its sole discretion, not permit overseas Funders from making any contributions if it comes to TrueGiv's notice that a Campaign is not eligible to receive such funds.
9) Contributions and Refunds: Funders may make contributions through different methods (including credit cards, debit cards, e-wallets, BHIM, UPI, net banking, cheque, NEFT, RTGS, etc.) via the payment link on the Campaign Pages on TrueGiv.in or to the TrueGiv bank account. All transactions will include payment processing charge of 3% plus tax, which needs to be paid by the Campaign Owner to TrueGiv as per the payment charges clause. In case of any refunds requested by Funders, the same will be processed by TrueGiv as per the terms outlined below. For any refunds, the payment processing charge amount of 3% plus tax will be borne by the Campaign Owner and debited to their account. The Funding received with respect to a Campaign shall be held in a bank account by the Platform until the end of the Funding Period or the cutoff of the Campaign pursuant to achieving the Funding Goal or the stretched Funding Goal, as the case may be. A Funder may seek a refund only within 3 days (72 hours) of making their contribution. Irrespective of the campaign period, no refunds shall be entertained in the last 14 days of the campaign. For campaigns that are for a period of 14 days or less, no refunds will be allowed at all. Additionally, no refunds will be entertained for any pre-orders on Crowd Favourites.
10) Campaign rewards: The Campaign Owner may offer rewards in the form of tangible items or intangible services to Funders as an incentive to contribute to the Campaign. However, such rewards shall, under no circumstances whatsoever, be financial in nature (e.g., profit share, revenue share, interest on amount contributed, ownership/equity stake in lieu of contribution, loans, investments, etc.). The Campaign Owner shall ensure that the rewards offered are not counterfeit products or products that infringe on the trademarks, copyrights, or other Intellectual Property Rights or other property rights of any other person, organization, entity, company, brand, manufacturer, etc. The Campaign Owner cannot offer tobacco, drugs or drug paraphernalia, contests, raffles, or lifetime memberships, firearms, weapons, knives, weapon accessories, or replicas of weapons, and manufactured products that do not meet India's safety guidelines (i.e., ISI). It is clarified that the rewards are not offered for sale, and TrueGiv does not make any representations or give any warranties about the quality, safety, morality, or legality of any such reward. The Campaign Owner shall be solely responsible for the procurement of rewards, and the delivery of such rewards to Funders must meet the rewards delivery date specified in the Campaign. TrueGiv will not be responsible for any liabilities resulting from any Funder's dissatisfaction with respect to rewards fulfillment, either regarding the quality of the reward, delivery timelines, or any other issue. The Campaign Owner acknowledges that any Funder or other affected third parties (in case of a copyright issue, counterfeiting, or any other issue, etc.) may take legal action if they do not receive the rewards as promised by the Campaign Owner, as the case may be.
11) Dashboards / reporting & privacy: The Campaign Owner will be provided with real-time information on the performance of the Campaign by way of a detailed set of quantitative data that TrueGiv collates and collects on the Funders and Users who visit and/or use the Campaign Page. Information pertaining to the Funders would include data such as name, contact information (address/telephone number), contributions made, rewards opted for, etc., in the dashboards and analytics section of the Campaign Owner's profile. The Campaign Owner will have access to this in real-time. The contact details pertaining to Funders who have opted for a refund of their contributions during the course of the Campaign will not be provided to the Campaign Owner. TrueGiv is neither responsible nor liable for incorrect information provided by Funders or for any direct, indirect, or consequential liabilities in respect of such incorrect information. The Campaign Owner shall be responsible for making regular updates to the Funders in accordance with the reporting assurances given and commitments made at the time of the Campaign.
12. Campaign Owner's Representations: The Campaign Owner hereby represents, warrants, and undertakes that:
(i) All information provided by the Campaign Owner to TrueGiv during the registration process and in relation to a Campaign is true and accurate;
(ii) He/she is capable (in case of an individual, being above 18 years of age) and duly authorized (in case of a legal entity, by way of appropriate corporate approvals) to enter into this Agreement, on behalf of himself, any other person, company, or other entity. If the individual is less than 18 years of age, they need to get the consent of a parent/guardian;
(iii) The Campaign is legal and in compliance with all applicable laws and regulations;
(iv) All contributions received will be used solely for the purpose stated on the Campaign Page and no other purpose whatsoever;
(v) Any action taken will not infringe or violate any person's rights, violate the law, or breach any contract or legal duty of the Campaign Owner towards anyone;
(vi) Any rewards which may be offered to any Funder are not illegal, violate any of TrueGiv's rules or guidelines, or violate any applicable law or regulation;
(vii) The data received from the Platform with respect to any Funder or User will be used solely for the purposes of the Campaign and shall not be put to any unauthorized use or abused.
13. Intellectual Property (Campaign Owner's): The Campaign Owner shall own any and all of the content and other information published on the Platform, including but not limited to text, pictures, statistics, graphics, videos, photographs, or other data of any nature whatsoever, and the Campaign Owner expressly warrants that he/she/it has all right, title, and interest in and to any and all the content submitted, published, or uploaded to the Platform free of liens or other encumbrances. The Campaign Owner further warrants that the content does not and will not infringe or violate any third party's rights, including (without limitation) any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights.
When the Campaign Owner submits a Campaign or any other content for publishing on the Platform, the Campaign Owner agrees to grant to TrueGiv and others acting on its behalf, the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable right to use, exercise, commercialize, and exploit the copyright, publicity, trademark, database, and other rights with respect to any such content. The Campaign Owner also expressly grants TrueGiv the right to edit, modify, reformat, excerpt, delete, or translate any or all of the content, and the same will be agreed to by the Campaign Owner.
All Campaign content or any other information submitted to TrueGiv or on the Platform, whether publicly posted or privately transmitted, shall be the sole responsibility of the Campaign Owner, and the Campaign Owner shall be solely and exclusively responsible for all the costs, consequences, and liabilities thereof, and TrueGiv shall not be responsible or liable in any manner whatsoever, and the Campaign Owner hereby indemnifies TrueGiv in respect thereof.
The Campaign Owner agrees and grants TrueGiv the right to use any or all the content, including but not limited to the visual and text-based content (digital or non-digital) submitted by the Campaign Owner for any Campaign(s), for the purpose of branding and marketing activities of the Platform/ TrueGiv. Notwithstanding anything in this Agreement, the Campaign Owner agrees to grant TrueGiv an exclusive, perpetual, irrevocable right and license, on a worldwide basis, to use the Campaign Owner's campaign pitch video(s) through any means or medium deemed fit by TrueGiv, including various digital platforms such as YouTube, Facebook, etc., and on newspapers, magazines, and other media platforms (both online and offline).
The Campaign Owner assures TrueGiv that if TrueGiv or its Users make use of any content, data, or information in the ways contemplated in this Agreement, it will not infringe or violate the law or any rights of any third party. It is hereby acknowledged and accepted that TrueGiv shall not be held responsible whatsoever for any misuse of the information, material, ideas, etc., by any Campaign Owner or Funder or other User accessing TrueGiv.
14. TrueGiv Pricing/Contract Charges: The Campaign Owner/schools /teachers are not required to pay any fees/charges to TrueGiv.
15. TrueGiv Crowd Favourites Pricing/Contract Charges:
15.1) The contract charge is 10% including all taxes and payment processing charges of 3% of the total funds raised for a campaign.
15.2) If there are any other expenses incurred for a campaign related to creating content, hiring an external PR agency, spending on advertising (online or offline), or any other direct expenses for the campaign, etc., then all such expenses will be pre-agreed to prior to the campaign by the two parties and will be reimbursed by the Campaign Owner to TrueGiv on a pre-agreed basis.
16. Taxation: Any taxes due with respect to the funds raised through TrueGiv are the responsibility of and to the account of the Campaign Owner. These taxes may include, but are not limited to, income tax, GST, or any other taxes, levies, cess, etc., that may be levied by the Government of India or any State Government or payment gateway or other jurisdictional authority, whether on a current or retrospective basis. TrueGiv shall not be liable for any taxes that the Campaign Owner needs to pay with regard to the Campaign or funds raised under any circumstances.
17. Money Transfer & Refunds for Campaigns: The Total Funds raised, less TrueGiv's setup and contract charges and payment processing charges (including applicable taxes) (as mentioned in point no. 14 above), will thereafter be used to buy the articles/products/goods and the courier the same to the campaign owner. If the Campaign is an ALL OR NOTHING campaign and the Funding Goal has not been achieved, then the campaign owner would not receive anything, and the contributions so received will be refunded to the Funders in full.
18) Clarification of TrueGiv's Role: It is clarified that TrueGiv is only a technology platform, which enables the Campaign Owners to connect with Funders and receive contributions for any Campaign. TrueGiv is not the final recipient of funds raised on its platform (other than the setup and contract charges payable by the Campaign Owner). The existence of the site or services is not a solicitation of contributions or donations by TrueGiv, and TrueGiv cannot and shall not be held liable in any respect in relation to any Campaign Owner or Campaign.
19. Use of Funds: The Campaign Owner undertakes to use the funds collected through TrueGiv solely for the purpose described in the Campaign. The Campaign Owner shall be liable to legal prosecution by its Funders and/or TrueGiv (jointly and severally) if it is found that the proceeds/articles/products are being used for any purpose other than that specified at the time of raising the funds or that it is being used for other inappropriate purposes.
20. Campaign Completion and Feedback: While the Campaign Owner shall have full ownership of the Campaign, the Campaign Owner shall make best efforts to complete the Campaign by the deadline specified in the Campaign Page. The Campaign Owner shall at all times engage with and keep the Funders updated about the progress of the Campaign, usage of funds, including the causes or reasons for any delays in the project/initiative. The Campaign Owner agrees to receive feedback on the Campaign and its updates from the Funders, and such feedback would be made available by TrueGiv at its sole discretion to others.
19. Campaign Refusal/Cancellation: Notwithstanding anything in this Agreement, TrueGiv reserves the right, at its sole discretion, to decide as to who is eligible to use the Platform and reserves the right to change the eligibility criteria at any time. TrueGiv reserves the absolute right to cancel accounts or to cancel or refuse any campaign at any time with or without any reason whatsoever, in which event, the Campaign Owner shall, where relevant, forthwith cease and desist from using the TrueGiv brand in any communication whatsoever.
22) TrueGiv's Other Rights: The Campaign Owner agrees that TrueGiv shall have the right to:
22.1 Make any changes in its technology platform or services, at its sole discretion, at any time, without notice or liability;
22.2 Reject, cancel, interrupt, remove, or suspend any Campaign or Campaign at any time and for any or no reason;
22.3 Take whatever other action is required to perform and market the Platform and the services being offered thereon;
22.4 Allow its Users to share, stream, transmit, playback, download, display, feature, distribute, and otherwise use the content on the Platform, including but not limited to those on the Campaign Page, after funding them;
22.5 Remove any content from the website that it determines is offensive, unlawful, threatening, defamatory, obscene, or otherwise objectionable, which determination shall be at the sole and absolute discretion of TrueGiv;
22.6 Limit or restrict access to all or parts of the Platform at any time and without any notice or liability whatsoever;
23) Intellectual Property (TrueGiv's): The Campaign Owner hereby acknowledges that TrueGiv owns all right, title, and interest in and to the website and its associated content, including but not limited to all Intellectual Property Rights. The Campaign Owner is expressly prohibited from using TrueGiv's Intellectual Property Rights or other property, including but not limited to trademarks, copyrights, patents, trade secrets, or confidential information, without the prior written consent of TrueGiv. Subject to the payment of the applicable service and setup charges, TrueGiv hereby grants the Campaign Owner a limited, non-exclusive, non-sublicensable, royalty-free, non-assignable, and revocable license to use the Platform for the purposes of the Campaign. The Campaign Owner agrees that he/she/it will not modify, alter, or remove any intellectual property notices, whether trademark, copyright, or otherwise, from the Platform. The Campaign Owner is expressly prohibited from reproducing, modifying, distributing, publishing, licensing, creating derivative works of, selling, publicly displaying, or publicly performing the Platform outside of the uses expressly stated in this Agreement.
24) Limitation of Liability: TrueGiv is an online crowdfunding venue for individuals, NGOs, entities, schools, teachers, educational institutions or organizations seeking to raise funds for their own campaigns and to contribute to the campaigns of others. TrueGiv does not pick or endorse any such individuals, entities, or organizations or any of their campaigns or causes. TrueGiv merely provides a technology platform to allow fundraisers to connect with donors. The Campaign and its Funding is solely the agreement between the Campaign Owners and the Funders. Consequently, TrueGiv is not a party to the contract between the Campaign Owners and Funders and shall have no responsibility or liability whatsoever in relation or connection thereto.
Limitation of Liability: TrueGiv provides the website on an as-is basis and with no warranties of any kind, whether express, implied, or statutory, including but not limited to warranties of merchantability, title, accuracy, non-infringement, and ability to raise funds or use of funds. Notwithstanding anything in this agreement, TrueGiv shall not be liable whatsoever to the Campaign Owner or any Funder, User, or any third party whatsoever for any damage, injury, or loss, including but not limited to loss of business; loss of income; indirect, special, incidental, consequential, punitive, exemplary, or other similar loss or damages, arising from or in relation to the use or misuse of the Platform; or any breach of terms or non-performance of obligations under this Agreement; or in relation to the Campaign/Campaign; or any other reason whatsoever. TrueGiv shall also not have any liabilities whatsoever with regard to any disputes or disagreements between or among Campaign Owners, Funders, Users, or other third parties relating to any campaign or the use of the Platform. It is hereby acknowledged and accepted that TrueGiv (i) shall not be liable for any errors or omissions in any content;
(ii) does not endorse any content submitted or published on the platform;
(iii) oversee the performance or punctuality of any Campaign, or the use of funds raised pursuant to a Campaign;
(iv) shall not guarantee that any funds will be raised pursuant to a Campaign, etc. In addition to the above, the Campaign Owner specifically agrees and acknowledges that TrueGiv shall not be liable in the event the funding target is not met; or in case of any unforeseen technical glitches, including but not limited to website being down for maintenance, server errors, speed of website download, any viruses in the website, etc., which may affect any transaction activity of any campaign; or pursuant to the exercise of any right to refuse, reject, prohibit, interrupt, suspend, cancel, or remove any content, campaign, or contribution at any time and for any reason whatsoever. TrueGiv will not be held responsible or liable for any content posted on the website, any third-party links posted on the website, or any content transmitted through the website whether or not that content is transmitted through member accounts. TrueGiv does not assume responsibility for any error, omission, interruption, deletion, defect, and destruction of identity, unauthorized access to a member account, or alteration thereof. TrueGiv reserves the right to discontinue the website at any time with no consequential liability whatsoever.
25) Indemnity: The Campaign Owner hereby agrees to indemnify, defend, and hold harmless TrueGiv (including its officers, directors, employees, servants, agents, advisors, and representatives) against any and all actions, claims, lawsuits, damages, and liabilities, including reasonable attorney fees, that arise from or relate to any breach by the Campaign Owner of any of the representations, warranties, assurances, and obligations herein; or the Campaign Owner's use or misuse of, or access to, the Platform; or otherwise from the Campaign Owner's content; or any infringement by the Campaign Owner, or any third party using the Campaign Owner's account, of any Intellectual Property Rights or other rights of any person or entity. TrueGiv reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by the Campaign Owner, in which event the Campaign Owner shall assist and cooperate with TrueGiv in asserting any available defenses.
26) Confidentiality: The Campaign Owner acknowledges that the information, including, without limitation, any technical and financial information or information relating to any Funder or potential Funder that he/she/it has received or will receive in connection with this Agreement, is considered private and confidential (the "Confidential Information"). The Campaign Owner shall use all reasonable diligence and a high degree of care to prevent the unauthorized disclosure, reproduction, or distribution of such Confidential Information to any other individual or entity. Confidential Information will exclude: (i) information that is already in the public domain; information already known to the receiving party, as of the date of the disclosure, unless the receiving party agreed to keep such information in confidence at the time of its original receipt; (ii) information hereafter obtained by the receiving party from a source not otherwise under an obligation of confidentiality with the disclosing party; (iii) information that the receiving party is obligated to produce under an order of a court of competent jurisdiction, provided that the receiving party promptly notifies the disclosing party of such an event so that the disclosing party may seek an appropriate protective order.
27) Termination: Without prejudice to any other rights, TrueGiv shall have the right to terminate this Agreement at any time by giving the Campaign Owner a prior written notice by email of 15 days. Subject to payment of all outstanding dues and meeting all his/her/its obligations including those to the Funders, the Campaign Owner shall have the right to terminate this Agreement by giving TrueGiv a prior written notice by email of 15 days.
28) Third-party terms of use: TrueGiv partners with other companies for payment processing and platform services. When a Campaign Owner features a Campaign on the Platform, the Campaign Owner also agrees to the payment processing and other partners' terms of service.
29) Severability: The provisions of this Agreement are severable if any one or more such provisions shall be determined to be invalid, illegal, or unenforceable, in whole or in part, and the validity, legality, and enforceability of any of the remaining provisions or portions thereof shall not in any way be affected thereby and shall nevertheless be binding between the parties hereto. Any such invalid, illegal, or unenforceable provision or portion thereof shall be changed and interpreted so as to best accomplish the objectives of such provision or portion thereof within the limits of applicable law.
30) Assignment: The Campaign Owner hereby acknowledges and agrees that he/she/it is prohibited from assigning the rights and obligations under this Agreement. However, TrueGiv may assign its rights and obligations under this Agreement at any time, including but not limited to in a sale of the website/platform.
31) Dispute resolution: If any dispute, disagreement, controversy, or claim between the parties arises out of or in connection with this Agreement, including the breach, termination, or invalidity thereof (a "Dispute"), the parties shall use all reasonable endeavors to negotiate with a view to resolving the Dispute amicably. If a party gives the other party notice that a Dispute has arisen (a "Dispute Notice") and the parties are unable to resolve the Dispute amicably within 30 (thirty) days of service of the Dispute Notice (or such longer period as the parties may mutually agree), then the Dispute shall be referred to arbitration by a sole arbitrator appointed by TrueGiv in accordance with the Arbitration and Conciliation Act, 1996 (as amended, restated, or substituted, in force at the relevant time) to be conducted in the English language at New Delhi, India. The arbitral award shall be reasoned and shall be final and binding on the disputing parties. The existence or subsistence of a dispute between the parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of the parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. Nothing shall preclude a party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of the parties to pursue any other remedy or relief through the arbitration.
32) Governing law and jurisdiction: This Agreement shall be governed by and construed under the laws of India and shall be subject to the exclusive jurisdiction of the courts at Bengaluru, India.
33) Amendments or modifications: TrueGiv reserves the right to amend, modify, replace, or discontinue this Agreement or any or the whole of the Platform at any time and in its sole discretion without any notice or liability whatsoever.
34) Read and understand: The Campaign Owner hereby acknowledges that he has read and understands this Agreement and agrees to be bound by its terms. The Campaign Owner hereby also agrees to be bound by and comply with TrueGiv's Terms & Conditions and Privacy Policy, both of which shall, by implication, be deemed to be part of this Agreement.
35) Effectiveness: This Agreement shall be effective and in full force from the time that the Campaign Owner accepts the terms of this Agreement.
36) Other Agreements: This Campaign Owner's Agreement is in addition to the Terms & Conditions and Privacy Policy of TrueGiv and not in replacement thereof. The Terms & Conditions and Privacy Policy will continue to operate and bind the Campaign Owner, and in case of any inconsistency, the opinion of TrueGiv shall prevail.