Legal Agreements

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Terms of Use
Beneficiary Registration Agreement
Security Policy

TERMS OF USE

Effective Date: January 31, 2011

PLEASE READ THE TERMS OF USE CAREFULLY. IT CONTAINS IMPORTANT TERMS THAT AFFECT YOU AND YOUR USE OF THIS WEBSITE AND RELATED SERVICES, INCLUDING THE REQUIREMENT THAT DISPUTES BE SETTLED BY ARBITRATION (AND NOT BY LAWSUIT) AND A LIMIT ON THE TIME YOU HAVE TO BRING CLAIMS AGAINST GREENNOTE.

By accessing or using the GreenNote web site at www.greennote.com ("Site") or the GreenNote microfinance and social networking service or related services available through the Site ("Service"), you agree to the following Terms of Use. If you do not agree to the following Terms of Use, do not use the Site or the Service.

GreenNote, a division of cuLearn, LLC ("GreenNote") reserves the right, at its sole discretion, to modify or replace these Terms of Use at any time. If this occurs, GreenNote will indicate at the top of these Terms of Use the date such document was last updated and post the revised version on the Site. Any changes will be effective immediately upon posting the revised version on the Site (or such later effective date as may be indicated at the top of the revised Terms of Use). Your continued use of the Site or Service after the posting of any changes to these Terms of Use will constitute your acceptance of such changes. If you do not agree to the changes, you must stop using the Site and Service. In addition, GreenNote may provide other methods by which you may accept these Terms of Use or changes to these Terms of Use.

1. Privacy Policy

Please refer to our Privacy Policy for information on how we collect, use and disclose personally identifiable information from its users and customers.

2. Relation to Other Agreements

GreenNote’s provision of certain aspects of the Service to beneficiaries is also governed by the Beneficiary Registration Agreement, which you can review on GreenNote’s website. In the event of a conflict or inconsistency between such agreements and these Terms of Use, the Beneficiary Registration Agreement will govern.

3. Eligibility

The Site and the Service are intended solely for persons who are eighteen (18) years of age or older (or the age of majority for your specific state of residence) and a legal resident of the United States. By registering for the Service, you represent that you are at least 18 years old (or the age of majority for your state of residence) and a legal resident of the United States.

4. Registration and Registration Data; Account Security; Termination Rights

You may register for and maintain a single account for the Service, and you agree not to register for or maintain more than one account or authorize another person to use your account. GreenNote reserves the right to refuse registration, or to refuse or limit access to the Site and the Service, to anyone in its sole discretion for any reason or no reason. Without limiting the foregoing, we may terminate your registration, delete your social networking profile and any content or information that you may have posted in connection with your profile, and/or prohibit you from using or accessing the Site or Service for any reason at any time. You may terminate your account and Service at any time in your sole discretion by cancelling your registration through the Site; however, if you have entered a Beneficiary Registration Agreement with GreenNote, your cancellation will be subject to the terms of the Beneficiary Registration Agreement.

You must provide accurate, current and complete information about you as may be prompted by any registration forms on the Site ("Registration Data") and you must maintain the security of your username and password. You must maintain and promptly update the Registration Data, and any other information you provide to GreenNote, to keep it accurate, current and complete. YOU UNDERSTAND THAT ANY PERSON WITH YOUR USERNAME AND PASSWORD WILL BE ABLE TO ACCESS YOUR ACCOUNT (INCLUDING CERTAIN FINANCIAL AND OTHER PERSONAL INFORMATION YOU PROVIDE TO GREENNOTE). YOU ACCEPT ALL RISKS OF UNAUTHORIZED ACCESS TO YOUR ACCOUNT. You must promptly notify GreenNote if you discover or otherwise suspect any security breaches related to the Service.

5. Copyright and Limited License to Site and Site Materials

The Site and all the materials on the Site, including without limitation the GreenNote logo and all designs, text, graphics, pictures, information and other content (collectively, "Site Materials"), are the proprietary property of GreenNote or its licensors. You are granted a limited, nonexclusive license (without the right to sublicense) to access and use the Site and Site Materials for your personal use only. Such license is subject to these Terms of Use and excludes: (a) any resale of the Site or any Site Materials; (b) the distribution, public performance or public display of any Site Materials; (c) modifying or otherwise making any derivative uses of the Site or any Site Materials; (d) use of any data mining, robots or similar data gathering or extraction, automated account registration, or account utilization methods; (e) downloading of any portion of the Site, the Site Materials or any information contained therein (other than page caching, or materials that are clearly designated for your download or other offline use); or (f) any use of the Site or any Site Materials other than for its intended purpose. Any use of the Site or Site Materials other than as specifically authorized herein is strictly prohibited and will terminate the foregoing license.

6. Acceptable Use

As a condition of using the Site and Service, you will not do any of the following:

  1. use the Site or Service in violation of applicable law or in a manner that facilitates or furthers the violation of applicable law (including without limitation uploading, storing, transmitting, downloading, exporting or importing any sound recordings, images, videos, text, software, applications, sensitive data, technologies or other material in violation of copyright, privacy, child pornography, money laundering, money transmission, export or other applicable laws);
  2. use the Site or Service in a way that harms GreenNote or GreenNote’s affiliates or vendors, or any customer of GreenNote or its affiliates or vendors;
  3. make false or misleading statements to GreenNote or other users of the Service, including without limitation failures to provide complete and accurate information concerning the Service;
  4. fail to respond in a reasonable and timely fashion to requests from GreenNote;
  5. use any portion of the Site as a destination linked from any unsolicited bulk messages or unsolicited commercial messages (such as "spam");
  6. attempt to use or register for more than one account for the Service;
  7. attempt to use or access the GreenNote account of a person other than you (including any data or information stored under such account);
  8. damage, disable, overburden, hack into or impair the Site or Service (or the network(s) connected to the Site or Service) or otherwise interfere with anyone’s use or enjoyment of the Site or Service;
  9. attempt to reverse-engineer or otherwise discover or recreate any part of the Service (including any code, technology or methodology used in connection with the Service);
  10. resell or redistribute the Service, or any part of the Service, or otherwise use the Service for any purpose other than your own personal use;
  11. use the Service to store, display or publish any content or materials that GreenNote otherwise states on the Site as being prohibited; or
  12. use the Site or Service other than for their intended purpose.

7. Repeat Infringer Policy; Copyright Complaints

In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, GreenNote has adopted a policy of terminating, in appropriate circumstances and at GreenNote’s sole discretion, account holders who are deemed to be repeat infringers. GreenNote may also at its sole discretion limit access to the Service or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

If you believe that anything on the Site infringes upon any copyright which you own or control, you may file a notification of such infringement with our Designated Agent as set forth below:

Name of Agent Designated to Receive Notification of Claimed Infringement: Brian Cox
Full Address of Designated Agent to Which Notification Should be Sent: PO BOX 3006, Rancho Cordova, CA 95741
Telephone Number of Designated Agent: (866) 711-5620
Facsimile Number of Designated Agent: (916) 368-0100
E-Mail Address of Designated Agent: info@greennote.com

8. Trademarks

GreenNote, the GreenNote logos and any other product or service name or slogan contained in the Site are trademarks of GreenNote and its licensors and may not be copied, imitated or used, in whole or in part, without the prior written permission of GreenNote or the applicable trademark holder. You may not use any metatags or any other "hidden text" utilizing "GreenNote" or any other name, trademark or product or service name of GreenNote without our prior written permission. In addition, the look and feel of the Site, including all page headers, graphics, button icons and scripts, is the service mark, trademark or trade dress of GreenNote and its licensors and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by GreenNote.

9. Framing and Hyperlinks

You may not use, frame or utilize framing techniques to enclose any GreenNote trademark, logo or other proprietary information, including the images found at the Site, the content of any text or the layout/design of any page or form contained on a page on the Site without GreenNote’s express written consent.

GreenNote makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third-party Web sites accessible by hyperlink from the Site or, or of Web sites linking to the Site. Such sites are not under the control of GreenNote and GreenNote is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. GreenNote provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by GreenNote of any site or any information contained therein. When you leave the Site, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site.

10. Submissions and Feedback

You agree that any materials, including questions, comments, suggestions, feedback, ideas, plans, notes, postings, original or creative materials or other information, regarding the Site or the Service that are provided by you in the form of email, web form, or other submissions to GreenNote ("Submissions") are non-confidential and shall become the sole property of GreenNote. You hereby assign all of your right, title and interest in and to such Submissions, including all intellectual property rights therein, and GreenNote shall be entitled to the unrestricted use and dissemination of these materials for any purpose, commercial or otherwise, without acknowledgment or compensation to you. Submissions do not include the data you store through the Service.

11. Disclosure to Governmental Authorities

Although it is not GreenNote’s preference to provide governmental authorities with access to your account information, you acknowledge that GreenNote may be required to do so from time to time. As such, you authorize GreenNote to deliver to furnish any information about your GreenNote account (including without limitation registration data, information relating to any transfer of funds by or to you pursuant to the Service, IP address records from your use of the Service, and social networking profile content and information), access to your GreenNote account (including any financial or other personal information stored in your account), a copy of any content you have posted to or transmitted through the Service, and other information in connection with your use of the Service, to such governmental authorities as may order or demand the same, with or without notice to you.

12. Fees

GreenNote reserves the right to change the fees associated with its services at any point in time without prior notice. For details on the current fees for GreenNote’s services please see the Beneficiary Registration Agreement located on the GreenNote website.

13. Indemnification

You agree to indemnify and hold harmless GreenNote, its affiliates, independent contractors and service providers, and each of their directors, officers, employees and agents ("GreenNote Parties") from and against any third party claim, suit, investigation, action, proceeding, arbitration or hearing ("Claim") and all costs, damages, losses, judgments, expenses (including reasonable attorney fees), obligations and liabilities of every kind and nature arising out of any actual or threatened Claim arising out of your use of, or inability to use, the Site or the Service.

14. Disclaimers

The Site and Service are provided "AS-IS" and GreenNote disclaims any and all warranties, whether express or implied, including without limitation implied warranties of title, merchantability, fitness for a particular purpose or non-infringement. The Company in no way guarantees that a transfer of funds will occur from the use of the Service. Without limiting the foregoing, GreenNote does not represent that any content or materials on the Site or Service (including any promissory notes or other sample agreement forms) are accurate, complete, reliable, current or error-free. GreenNote is not responsible for any failure due to malfunction or loss of equipment, software or Internet service providers used by you, or due to malfunction or loss of equipment, software or services used by GreenNote which are beyond the reasonable control of GreenNote. GreenNote will have no liability in connection with any unauthorized interception, alteration or use of data relating to the Service, including without limitation e-mail correspondence; any inability to use or access the Site or Service for any reason; any actions or transactions by a person using your name and password without your authorization; or any other cause over which GreenNote does not have direct control, including problems attributable to computer hardware or software (including computer viruses), telephone or other communications, or the performance of any Internet service providers.

Additional important disclaimers:

  • GREENNOTE DOES NOT PROVIDE FINANCIAL, TAX OR LEGAL ADVICE.
  • STANDARDIZED DOCUMENTS AND OTHER MATERIALS ON THE SITE MAY NOT BE ENFORCEABLE OR COMPLIANT WITH APPLICABLE LAW IN EVERY JURISDICTION WHERE THEY MAY BE USED. YOU ARE SOLELY RESPONSIBLE FOR YOUR USE OF ANY SUCH MATERIALS AND YOUR COMPLIANCE WITH APPLICABLE LAWS.
  • IF YOU HAVE ANY QUESTIONS ABOUT ANY INFORMATION OR MATERIALS AVAILABLE ON THE SITE OR YOUR USE OF THE SERVICES, PLEASE SEEK THE ADVICE OF A QUALIFIED PROFESSIONAL.

15. Limitation of Liability

IN NO EVENT SHALL ANY OF THE GREENNOTE PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR (a) DAMAGES CAUSED OTHER THAN BY GREENNOTE’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OR (b) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOST PROFITS, DISCLOSURE OF CONFIDENTIAL INFORMATION, OR LOSS OF PRIVACY), ARISING OUT OF RELATED TO THE SITE OR THE SERVICE, EVEN IF A GREENNOTE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE GREENNOTE PARTIES (WHETHER IN CONTRACT, WARRANTY, TORT, PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY) ARISING OUT OF OR RELATING TO THE SITE OR SERVICE EXCEED THE COMPENSATION YOU HAVE PAID, IF ANY, TO GREENNOTE FOR THE SERVICE.

16. Governing Law; Venue

These Terms of Use and your use of the Site and any Service shall be governed by and construed in accordance with the laws of the State of New York without reference to that state’s conflicts of laws rules. Wherever applicable and after exhaustion of administrative remedies specifically designated in this Agreement, judicial actions taken relative to this Agreement shall be brought in a court of competent jurisdiction, either state or federal, within the State of New York.

17. Mandatory Arbitration; Limit on Time to Bring Claims

  1. You and GreenNote agree that the sole and exclusive forum and remedy for any and all disputes and claims arising out of these Terms of Use, the Site and/or the Service (including your visit to or use of the Site and/or the Service) shall be final and binding arbitration, except that, to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party’s patent, copyright, trademark, trade secret or other proprietary rights, such other party may seek injunctive or other appropriate relief. Arbitration under this Agreement shall be conducted by the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes ( the "AAA Consumer Rules") (collectively the "AAA Rules"). The arbitration will be conducted before a mutually agreed single (1) neutral arbitrator. If the parties are unable to agree upon a mutually acceptable arbitrator, the arbitrator will be selected by the AAA. Under no circumstances will the arbitration hearing extend for more than one (1) day. The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes); provided, that either party may elect to have arbitration proceedings conducted by telephone, in which case GreenNote will be responsible for the reasonable costs of such telephonic communications. If the costs and fees of arbitration are determined by the arbitrator to be excessive in a consumer dispute, GreenNote will be responsible for paying all such costs and fees in excess of what is deemed reasonable. The arbitrator may, in his or her discretion, award some or all attorney fees to the prevailing party. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
  2. To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED; provided, that in the event this Section 16(b) is deemed to be invalid or otherwise unenforceable, the entirety of Section 16(a) and 16(b) shall be deemed stricken from these Terms of Use.
  3. In no event shall any claim, action or proceeding by you related in any way to these Terms of Use, the Site or the Service (including your visit to or use of the Site and/or the Service) be instituted more than three (3) years after the cause of action arose.

18. Severability

Except as set forth in Section 16(b), in the event any provision of these Terms of Use shall be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.

19. Contact Us

If you have questions regarding these Terms of Use or GreenNote, please contact us via e-mail at info@greennote.com or by physical mail at GreenNote, Inc., Attn: Customer Care, PO BOX 3006, Rancho Cordova, CA 95741 or by telephone at (866) 711-5620.

20. Patriot Act Verification

Federal law requires all financial services companies to obtain, verify, and record information that identifies each person with whom they do business. When a Beneficiary or Donor agrees to use GreenNote’s services, we will ask for the name, address, date of birth, Social Security number and potentially other information such as driver’s license state and number for each party, which will allow us to verify the identity of each of the parties to the transaction.

21. Use of Third Parties

From time to time, GreenNote may utilize other companies to perform services on its behalf ("Third Party Service Providers"). You hereby agree to cooperate fully with any Third Party Service Providers designated by GreenNote.



BENEFICIARY REGISTRATION AGREEMENT

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Effective Date: January 31, 2011

This Beneficiary Registration Agreement ("Agreement") is entered into between you ("you" or "Beneficiary") and GreenNote, a division of cuLearn, LLC ("we", "us", or "GreenNote"). These terms should be read carefully before you agree as they affect your rights and obligations.

IMPORTANT DISCLAIMERS:

  • GREENNOTE DOES NOT PROVIDE FINANCIAL, TAX OR LEGAL ADVICE.
  • STANDARDIZED DOCUMENTS AND OTHER SAMPLE AGREEMENTS MADE AVAILABLE BY GREENNOTE MAY NOT BE ENFORCEABLE OR COMPLIANT WITH APPLICABLE LAW IN EVERY JURISDICTION WHERE THEY MAY BE USED. YOU AND YOUR DONORS ARE SOLELY RESPONSIBLE FOR YOUR USE OF ANY SUCH MATERIALS AND COMPLIANCE WITH APPLICABLE LAWS.
  • IF YOU HAVE ANY QUESTIONS ABOUT THIS AGREEMENT, ANY INFORMATION OR MATERIALS THAT GREENNOTE MAKES AVAILABLE TO YOU, OR YOUR USE OF THE GREENNOTE SERVICE, PLEASE SEEK THE ADVICE OF A QUALIFIED PROFESSIONAL.
  • GREENNOTE DOES NOT GUARANTEE THAT YOU WILL RECEIVE A TRANSFER OF FUNDS AS A RESULT OF ENTERING THIS AGREEMENT OR CREATING A PROFILE.

1. Registration; Fees

You are registering to use the GreenNote microfinance and social networking service ("Service") through the GreenNote website at www.greennote.com (such website, as from time to time in effect, together with any successor or replacement website, the "Site") for purposes of soliciting transfers of funds from donors. Each such solicitation is referred to herein as a “Campaign”. Registering for the Service enables you to create and maintain a personal profile on the Site (a "Profile"), and conduct one or more Campaigns, during the one-year period (the “Registration Period”) commencing with the date your registration on the Site is effective. Your registration will be effective when you have followed the registration procedure described in this Agreement and paid the Registration Fee of $20.00.

During the Registration Period (a) your profile will be visible to persons who may be interested in one or more transfers of funds to you (each, a “Funding”) and (b) you will be eligible to conduct one or more Campaigns, and to utilize the fundraising tools offered by the Site and other beneficiary-related Services.

In addition to this Agreement, your use of the Site and the Service is subject to the Terms of Use and any other GreenNote policies as may be posted on the Site, as may be amended from time to time by GreenNote in its discretion. In the event of any conflict or inconsistency between the Terms of Use and this Agreement, the terms of this Agreement will control.

Each Campaign will be started by you according to the procedures set forth on the Site. A Campaign will begin upon your completion of those procedures.

You may cancel your registration on the Site at any time, but you will not be entitled to any refund of any Registration Fee. Any cancellation will result in your forfeiture of any amounts that have been committed for Funding to you pursuant to one or more of your Campaigns, but which have not been the subject of a completed Funding prior to such cancellation.

Registration Fees are subject to increase from time to time (but increases will not affect Registration Fees you have already paid). We will not provide notice of any such increases to you, but you the Site will reflect the amount of such Fees as from time to time in effect.

Before the end of the current Registration Period, you may renew your registration with the Site by making payment of another Registration Fee. Doing so will renew your registration for a succeeding one-year period (commencing with the last day of the current Registration Period). If you renew your registration, references to Registration Period in this Agreement will refer to such succeeding Registration Period from the date the succeeding Registration Period commences.

GREENNOTE RESERVES THE RIGHT TO, IN ITS SOLE DISCRETION, SUSPEND OR TERMINATE YOUR REGISTRATION IMMEDIATELY AND WITHOUT NOTICE UPON OUR REASONABLE DETERMINATION THAT YOU COMMITTED FRAUD OR MADE A MATERIAL MISREPRESENTATION IN CONNECTION WITH A PROFILE OR A FUNDING, COMMITTED ANY UNLAWFUL ACT OR OMISSION, OR OTHERWISE FAILED TO ABIDE BY THE TERMS OF THIS AGREEMENT OR THE TERMS OF USE. IN NO EVENT SHALL GREENNOTE BE LIABLE TO YOU OR TO ANY THIRD PARTY IN THE EVENT GREENNOTE TERMINATES OR DISABLES YOUR REGISTRATION, PROFILE OR ACCESS TO THE SITE OR THE SERVICE FOR ANY REASON.

2. Eligibility

You represent that you:

  1. do not currently have another open Profile with GreenNote;
  2. are at least eighteen (18) years of age (or the age of majority in your jurisdiction, as applicable); and
  3. are a legal resident of the United States.

If you are unable to make any of the preceding representations, you may not enter this Agreement or attempt to create a Profile.

3. Profile and Campaigns

Your Profile will serve as a solicitation by you for one or more Fundings to you; as noted above, each of these solicitations is referred to as a “Campaign”. You are strongly discouraged from including any personally identifying information in your Profile, including your legal name, address, phone number, email address(es), Social Security Number or driver’s license number, or your bank or credit information. Profiles that include this information or portions of Profiles containing such information are subject to immediate removal by us without notice. You understand that your Profile will include any text, pictures and other content that you choose to upload and publish to your Profile.

You understand that GreenNote may verify your information including, but not limited to, your identity and residence and any other information you provide (or omit when requested to provide) in connection with your registration as a beneficiary and your solicitation of a Funding, which authorization you grant further below and in any separate agreement or consent you may enter with GreenNote. As required under the Terms of Use, you agree to maintain and promptly update your registration information and to promptly notify us of any change in your information.

You may create and maintain only ONE Profile while you are making use of the Site and the Services; however, you main maintain one or more Campaigns simultaneously, subject to your compliance with the terms of the Site. Campaigns will have a maximum duration equal to the number of days remaining in your current Registration Period. Your Profile will be displayed on the Site during the Registration Period while one or more Campaigns is active. You may close (end) or cancel a Campaign at any time before its scheduled end. Upon the end of such Campaign, access to your Profile will be limited to only those donors whom you have approved to participate in your Funding.

You understand that by indicating during registration, or through your account settings on the Site, to make your Profile accessible to the GreenNote Network, you are consenting to make your Profile available to be accessed by donors or prospective donors, including donors or prospective donors that are not personally known by you.

4. Information Verification

GreenNote will attempt to verify your identity based on the information you furnish to GreenNote and information collected from third parties you authorize us to contact under this Agreement or under a separate agreement or consent with GreenNote. If this process is unsuccessful, GreenNote reserves the right to cancel your solicitation of Funding and remove your Profile immediately, as further set forth in this Agreement.

GreenNote reserves the right to verify the accuracy of all information provided by you in connection with your Profile and registration. GreenNote also reserves the right to determine in its reasonable discretion whether you are using, or have used, the Site or the Service in violation of any applicable law, including for purposes of fraud or deception. We may conduct this review at any time before, during or after the creation of a Profile, or before or after a Funding. You agree to promptly furnish such information as GreenNote may reasonably request for verification purposes in connection with your Profile, GreenNote account, or registration.

In the event GreenNote determines that your Profile contains inaccurate information or otherwise is in violation of this Agreement or the Terms of Use, GreenNote may refuse to publish the Profile or, if the Profile has already been posted, immediately remove or alter part or all of the Profile.

5. Prohibited Activities

You agree that you will not (i) make any false, misleading or deceptive statements or omissions in your Profile, in any other postings to the Site, or in any communications to GreenNote or donors; (ii) misrepresent your identity, or describe, present or portray yourself as a person other than yourself, whether in a narrative description or a photo in your Profile, or by other means; (iii) give to or receive from, or offer or agree to give to or receive from any other person any fee, bonus, additional interest, kickback or other thing of value of any kind in exchange for such person’s commitment, offer or agreement to commit or make a Funding; or (iv) represent yourself to any person as being a representative, employee, or agent of GreenNote, or purport to speak to any person on behalf of GreenNote. Further, you are strictly prohibited from posting or otherwise transmitting through the Site or to GreenNote or any donors, any content that is offensive or otherwise objectionable, including without limitation any obscene, sexually explicit, hateful, discriminatory, defamatory, or inflammatory content. The determination of objectionable material shall be at the sole discretion of GreenNote.

Any violations of these prohibitions may warrant GreenNote to cancel your solicitation or in-process Funding and remove your access to the system immediately without prior notice at our sole discretion.

6. Disbursement of Funds

Fundings will be conducted by donors using third-party payment services such as Pay-Pal®. GreenNote is not responsible for any aspect of the Funding process (other than transmission of relevant information to the relevant third-party payment service prior to a Funding), which will be a transaction among you, your donor and such service.

7. Indemnification

You agree to indemnify and hold harmless GreenNote, its affiliates, independent contractors and service providers, and each of their directors, officers, employees and agents ("GreenNote Parties") from and against any third party claim, suit, investigation, action, proceeding, arbitration or hearing ("Claim") and all costs, damages, losses, judgments, expenses (including reasonable attorney fees), obligations and liabilities of every kind and nature arising out of any actual or threatened Claim arising out of your violation of applicable laws or your breach of this Agreement or any other agreement you may have with GreenNote or a donor. As used in this Agreement, the term "GreenNote Parties" does not include any donor.

8. No Warranties; Disclaimer

EXCEPT FOR THE REPRESENTATIONS CONTAINED IN THIS AGREEMENT, GREENNOTE DOES NOT MAKE, AND EXPRESSLY DISCLAIMS, ANY AND ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. The foregoing disclaimers are in addition to, and not in lieu of, any other disclaimers of GreenNote as set forth in the Terms of Use and any other agreement GreenNote may have with you.

9. Limitation on Liability

IN NO EVENT SHALL ANY OF THE GREENNOTE PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR (a) DAMAGES CAUSED OTHER THAN BY GREENNOTE’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR FAILURE TO COMPLY WITH APPLICABLE LAW, OR (b) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOST PROFITS, DISCLOSURE OF CONFIDENTIAL INFORMATION, OR LOSS OF PRIVACY), ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF A GREENNOTE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL ANY GREENNOTE PARTY BE LIABLE TO YOU OR TO ANY THIRD PARTY AS A RESULT OF ANY ACT OR OMISSION OF A DONOR.

10. Miscellaneous

  1. Assignment. GreenNote may freely assign part or all of its rights and obligations under this Agreement in its sole discretion. You may not assign, transfer, sublicense or otherwise delegate your rights or obligations under this Agreement without GreenNote’s prior written consent. Any attempted assignment, transfer, sublicense or delegation in violation of the foregoing restriction shall be null and void. Subject to the foregoing restriction, this Agreement will inure to the benefit of you and GreenNote, and each of our respective successors and assigns.
  2. Notices. Except as otherwise required by law, all notices and other communications to you in connection with this Agreement may be given to you (i) by email, to your registered email address, and shall be deemed to have been duly given and effective upon transmission, or (ii) in writing, to your registered mailing address. If your registered email address or mailing address changes, you must notify by sending an email to info@greennote.com except if other notice or communication methods are specified in this Agreement or another agreement between you and GreenNote, you may provide notices and other communications to us by sending an email to info@greennote.com or writing to GreenNote Inc., Attn: Customer Care, PO BOX 3006, Rancho Cordova, CA 95741.
  3. Governing Law; Venue. This Agreement and any dispute between you and us in connection with the services we provide under this Agreement shall be governed by and construed in accordance with the laws of the State of New York without reference to that state’s conflicts of laws rules. Wherever applicable and after exhaustion of administrative remedies specifically designated in this Agreement, judicial actions taken relative to this Agreement shall be brought in a court of competent jurisdiction, either state or federal, within the State of New York, County of New York.
  4. Mandatory Arbitration; Limit on Time to Bring Claims. You and GreenNote agree that all disputes and claims arising out of this Agreement (including in connection with the services we provide under this Agreement) will constitute disputes and claims arising out of the Service, and therefore subject to the mandatory arbitration clause under the Terms of Use. Further, in no event shall any claim, action or proceeding by you related in any way to this Agreement (including in connection with the services we provide under this Agreement) be instituted more than three (3) years after the cause of action arose.
  5. Waiver; Severability. Any waiver of a breach of any provision of this Agreement will not be a waiver of any other subsequent breach. Failure or delay by either party to enforce any term or condition of this Agreement will not constitute a waiver of such term or condition. If any part of this Agreement is determined to be invalid or unenforceable under applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect.


SECURITY POLICY

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Effective Date: January 31, 2011

We take the security of the information you’ve trusted to us extremely seriously. GreenNote has implemented extensive security measures to protect the information we maintain, regardless of whether that information is stored online (web or computer databases) or offline (paper or other hard mediums). A few of our specific security policies are explained below:

  • Preventing identity theft and fraud. GreenNote utilizes widely-used and time-tested industry standard databases to catch and prevent fraud and identity theft. If a beneficiary or donor suspects that a transfer of funds pursuant to the Service has been made between person(s) who have committed identity theft, we will work with law enforcement authorities to track down and prosecute such activity to the fullest extent of the law.
  • Secure Data Center. GreenNote stores all sensitive, personally identifiable data in a separate secure database that has all items encrypted such that no human can have access to them. Further, our user interface application cannot retrieve these secure data to prevent hacking Physical access is strictly controlled and we use the latest in threat prevention technologies including firewall, VPN, antivirus, Web filtering and anti-spam technologies. We do not place any private data in any unsecure email. Access is only granted in order to complete transactions pursuant to the Service or matters incidental thereto.
  • Secure sessions. When you provide GreenNote information via our platform, you will be in a secure, encrypted session (using SSL via VeriSign certificate). You set your own passwords that are known only to you. Not even GreenNote has access to the passwords. If you do not make any actions, your session will time out after thirty (30) minutes. To continue your session, you would need to sign in again.
  • Offline information. Personal information is rarely stored offline (for example, paper or a CD ROM) and is done so usually to resolve a specific customer issue. GreenNote policy requires such information must be stored in a locked cabinet when not in use. If the information is not permanently maintained for compliance requirements, it is to be shredded immediately.