TERMS AND CONDITIONS
Description of V-Day and The Websites
V-Day is a global activist movement to end violence against all women and girls (cisgender, transgender, and those who hold fluid identities that are subject to gender-based violence) (hereinafter, “Our Mission”). We promote creative events to increase awareness and raise money, and distribute funds to other organizations that work to stop violence against women and girls. The Websites provide users with access to a variety of information and resources, including e-newsletters, works of authorship, images, scripts, educational materials, event-related materials, videos, Downloadable Marks & Content, photographs and other relevant content (collectively, the “Content”)
Registration; Personal Information
You will also have the option of storing credit card information in order to easily facilitate future donations, as further described below.
The V-Day Websites are intended solely for users who are 13 years of age or older, and any registration by, use of or access to the Websites by anyone under 13 is unauthorized. If you are 13 or older but under the age of 18, you should review these TOU with your parent or guardian to make sure that your parent or guardian understands them, agrees to be bound by them and you should only use the Websites with their permission and under their supervision. Additionally, you have to be 18 years of age or older to make a donation or make a purchase from our online store; if you are between 13 years to 18 years of age you must have your parent(s)’ or legal guardian(s)’ permission to make a donation(s) or online purchase. If you are a parent or guardian of a child who is at least 13 years of age, but under the age of 18, and you give your child permission to use the Websites, you hereby agree to the terms set forth in these Terms if Use on behalf of both yourself and your child.
If you reside in a jurisdiction that would restrict the use of the Websites – or any of the functionalities or features offered via the Websites – because of age, or restricts the ability to enter into contracts such as this one due to age, you must abide by such age limits and you must not use the Websites if you are not permitted to do so by such local jurisdiction. Please note, if you reside in the European Economic Area, Switzerland And UK, users must be 16 years of age or older (as further specified below), and any registration by, use of or access to the Websites by anyone under 16 is unauthorized.
Intellectual property rights
Trademarks and Service Marks
Certain trademarks are the service marks and trademarks of V-Day. All page headers, custom graphics, and button icons are service marks, trademarks, logos, and/or trade dress of V-Day. All other trademarks, service marks, trade dress, product names, company names logos and graphics, whether registered or not, on the Websites are the property of their respective owners. In addition to complying with all applicable laws, you agree that you will not use any such trademarks, service marks, trade dress, or the logos from these Websites without the prior written authorization of V-Day or their respective owners. Some of the Websites may permit the download of certain logos, graphics and other shareable content (the “Downloadable Marks & Content”). These Downloadable Marks & Content are provided pursuant to a limited, revocable license for use in promoting Our Mission. You acknowledge and agree that you shall only use the Downloadable Marks & Content to promote Our Mission, and shall not use the Downloadable Marks & Content i) for an unlawful, unauthorized, fraudulent or malicious in purpose, or ii) in a false, offensive, abusive, libelous, hateful, defamatory, obscene, racist, sexually explicit, ethnically or culturally offensive, indecent, pornographic manner. In addition, you agree you will not license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Downloadable Marks & Content, modify or make derivative works of the Downloadable Marks & Content.
Except as otherwise expressly stated, all Content appearing on the Websites – including all scripts, videos and similar materials, is the copyrighted work of either V-Day or third party partners and suppliers, and is protected by U.S. and international copyright laws. The compilation (meaning the collection, arrangement and assembly) of all Content is also the exclusive property of V-Day, and is protected by U.S., and international copyright laws. Except as otherwise expressly stated herein or as expressly permitted, you may not alter, modify, copy, distribute (for compensation or otherwise), transmit, display, perform, reproduce, reuse, post, publish, license, frame, download, store for subsequent use, create derivative works from, transfer, or sell any information or Content obtained from the Websites, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of V-Day, or any applicable third-party suppliers or authorized users. The use of Content, including images, by you, or anyone else authorized by you, is prohibited unless specifically permitted by V-Day. Any unauthorized use of text or images may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. V-Day does not warrant nor represent that your use of any Content or materials displayed on the Websites will not infringe rights of third parties.
V-Day respects the intellectual property rights of others and reserves the right, at its sole discretion, to block and/or terminate access to our Websites from those that infringe on the rights of others. Pursuant to Section 512(c)(2) of the U.S. Copyright Act, as enacted through the Digital Millennium Copyright Act of 1998, V-Day has designated an agent to receive notifications of claimed infringement, as described in this Section. If you believe that any Content on this Website violates or infringes upon your intellectual property rights or someone else’s intellectual property rights pursuant to Title 17, United States Code, Section 512(c)(2), please contact the agent designated below. In your notice to us, you must do the following:
- Give enough information to enable V-Day to contact you regarding your complaint, including your name, address, telephone number and e-mail address, if available.
- Identify the material(s) and/or work(s) that you claim are being infringed upon on this site and the material(s) that are causing such infringement, and give enough information (such as a web page address) to locate such material(s) or work(s) within the site.
- State that you have a good-faith belief that use of the material(s) or work(s) in question is not authorized by the copyright owner, its agent or the law.
- State that the information in this notification is accurate and, under penalty of perjury, that you either own the copyright (or an exclusive right under the copyright) in the material(s) or work(s) that you claim in (2) above are being infringed, or are authorized by such owner to act on its behalf.
- Provide your physical or electronic signature.
Some of the Websites contains Blogs (“Blogs”), or may allow individuals you to upload written submissions (the “Writings”). The content, view and opinions of the Writings, or published in Blogs written by our personnel or contributors – or from links or Blogs that we post on the Websites from other sources – belong solely to their respective authors and do not necessarily reflect the views of the V-Day, its management or employees. Comments or opinions expressed on the Writings and Blogs are those of their respective contributors only.
Photographs and Video Uploads
Some of our Websites may allow you to upload photographs and videos (the “Image Content”). V-Day shall have the right, but not the obligation, to use the Image Content in whole or in part and in any manner whatsoever as determined by V-Day in its discretion, in and in connection with one or more media productions, literary works or other content and/or communications, and all ancillary and subsidiary exploitation thereof and derivative works based thereon, as determined by V-Day in its sole discretion, in any and all media, whether now known or hereafter devised, throughout the universe at any time, in perpetuity, as well as in connection with any related advertisements, promotions, publicity, marketing or other material, without any payment or compensation to you whatsoever.
By uploading any Image Content, you hereby represent and warrant that (i) the Image Content is a) original to you, or b) in the public domain, or c) You have the necessary rights and releases (as applicable) the Image Content; (ii) You have the right to grant V-Day the above-mentioned rights without obtaining the permission of, or making any payments to, any third party or entity; (iii) the use of the Image Content by V-Day as contemplated herein will not violate or infringe the rights of any third party or constitute a defamation or invasion of privacy or publicity of any third party; and (iv) there are no claims, liens, actions, suits proceedings and/or other encumbrances, whether actual, pending or threatened, relating to the Image Content. You shall defend, indemnify and hold harmless V-Day and its affiliated entities and each of their respective employees, officers, agents, assigns and licensees from and against any and all liability, claims, costs, damages, and expenses (including reasonable attorneys’ fees and court costs, whether or not in connection with litigation) arising out of any breach or alleged breach of the foregoing representations and warranties or otherwise in connection with V-Day’s use of the Image Content as contemplated herein.
V-Day License Grant
These TOU provides to you a personal, revocable, limited, non-exclusive, royalty-free, non-transferable license to access the Websites solely for your own personal use. Your use of the Websites and the Content, including any services, images, videos, materials or information made available through the Websites are conditioned on your continued compliance with the terms and conditions of these TOU. Accordingly, you expressly acknowledge and agree that V-Day transfers no ownership or intellectual property interest or title in and to the V-Day.
Reservation of Rights
V-Day reserves the right, in its sole discretion and at any time, to modify, interrupt, limit, suspend or discontinue, temporarily or permanently, the Websites, in whole or in part, including, but not limited to, as we deem necessary for purposes of maintenance, upgrades and the like, or to maintain the Websites or to comply with applicable law. V-Day shall not be liable to you or to any third party for any such modifications, suspensions or discontinuances of the Websites.
Payments and Payments Processing; Rules for All Payments
You can make an online donation to V-Day, or purchase goods from our online store. V-Day has engaged the services of third party payment service provider(s) to process all donation/payment transactions. V-Day is not affiliated with any such third party payment service provider(s), and neither is the agent or employee of the other, and V-Day is not responsible in any way for the actions or performance (or lack thereof) of such third party payment service provider(s). Accordingly, V-Day expressly disclaims responsibility and liability for all payment processor services, and you hereby agree that V-Day shall not be responsible for any loss or damage of any sort incurred as a result of such services. Additionally, since such third party payment service provider(s) will have access to the information you provide to them when making a donation, you should not make a donation if you are not comfortable with sharing your information with them.
You hereby acknowledge and agree that, for all donations, (1) you will not use an invalid or unauthorized credit or debit card or other payment method; (2) all donations are final and non-refundable. If you have any questions regarding any donation, please contact us by phone at 212-645-8329 or by email at info(at)vday.org
We allow you to organize and run a V-Day event. In order to do so, you must register online, complete an application, and adhere to a variety of requirements, rules and standards. While we make good-faith efforts to support you in your effort to organize and run a V-Day event, we do not guarantee that you will be able to do so.
You hereby agree to abide by all applicable local, state, national, and international laws and regulations with respect to your use of the V-Day Websites and all Content. In addition, you also acknowledge and agree that use of the Internet and access to or transmissions or communications with the V-Day Websites is solely at your own risk. While V-Day has endeavored to create a secure and reliable Websites, you should understand that the confidentiality of any communication or material transmitted to/from the V-Day Websites over the Internet or other form of global communication network cannot be guaranteed. Accordingly, V-Day is not responsible for the security of any information transmitted to or from the Websites.
In addition to any other restrictions or conditions of use, you hereby acknowledge, and represent and warrant, that your use of the Websites, and any submissions (including stories, an apology, photographs or videos) – will not be, or alleged to be:
- unlawful, unauthorized, fraudulent or malicious in purpose;
- false, offensive, abusive, libelous, hateful, defamatory, obscene, racist, sexually explicit, ethnically or culturally offensive, indecent, pornographic;
- an invasion another’s right of privacy or publicity;
In addition, you agree you will not:
- license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Websites or Content or in any way;
- modify or make derivative works based upon the Websites or Content;
- create Internet “links” to the Service or “frame” or “mirror” the Websites on any other server or wireless or Internet-based device;
- reverse engineer or access the Websites in order to (a) design or build a competitive product or service, (b) design or build a product using similar ideas, features, functions or graphics of the Services or Application, or (c) copy any ideas, features, functions or graphics of the Services or Application;
- launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Services or Websites;
- interfere with or disrupt the integrity or performance of the Websites or the data contained therein, or attempt to gain unauthorized access to the Websites or its related systems or networks.
V-Day will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. You acknowledge that V-Day has no obligation to monitor your access to or use of the Websites, but has the right to do so for the purpose of operating the Websites and providing the Services, to ensure your compliance with these TOU, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
WHILE V-DAY ENDEAVORS TO PROVIDE A RELIABLE AND FUNCTIONAL WEBSITES, ALL ELEMENTS OF THE WEBSITES, INCLUDING THE INFORMATION, CONTENT AND SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS AND MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. YOU ASSUME THE SOLE RISK OF MAKING USE AND/OR RELYING ON THE WEBSITES, SERVICES, AND CONTENT, INCLUDING ANY SERVICES PROVIDED BY THIRD PARTIES. V-DAY EXPRESSLY disclaims all warranties and conditions with respect to the WEBSITES AND ALL ELEMENTS THEREOF, whether implied, express, or statutory, including the implied warranties of merchantability, fitness for a particular purpose, title, noninfringement of third-party rights, SATISFACTORY QUALITY, quiet enjoyment and accuracy, OR ANY OTHER IMPLIED WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS ENACTED BY ANY STATE. V-DAY ALSO MAKES NO REPRESENTATION OR WARRANTY THAT THE WEBSITES WILL OPERATE ERROR FREE OR IN AN UNINTERRUPTED FASHION OR THAT ANY FILES OR INFORMATION THAT YOU DOWNLOAD FROM THE WEBSITES WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES.
Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL V-DAY (AND ITS SUCCESSORS, PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, DEVELOPERS, NETWORKS, AND DISTRIBUTORS) BE LIABLE FOR (i) ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, BUSINESS OR PROFITS THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE WEBSITES, REGISTER FOR AN EVENT, OR USE OF ANY OF THE SERVICES, OR (ii) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY V-DAY OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE WEBSITES, OR (iii) ANY DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT LIMITATION, LOSS OF GOODWILL, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR ANY OTHER ACTION. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. BY USING THE WEBSITES, YOU EXPRESSLY AGREE TO THE ALLOCATION OF RISK SET FORTH HEREIN; IF YOU DO NOT AGREE TO THIS ALLOCATION OF RISK, YOU MUST NOT USE THE WEBSITES.
You agree to defend, indemnify, and hold harmless V-Day and affiliates and all of their respective employees, funders, parents, subsidiaries, joint ventures, affiliates, agents, developers, directors, officers and attorneys from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees and litigation expenses) relating to or arising from i) any breach or alleged breach by you of this TOU, or ii) any act or omission related to your use of this Websites or Content, or iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right, or iv) any V-Day event that you may organize or otherwise participate in.
This TOU has been made in and will be construed and enforced solely in accordance with the laws of the United States of America and the State of New York, U.S.A. as applied to agreements entered into and completely performed in the State of New York. You and V-Day each agree to submit to exclusive subject matter jurisdiction, personal jurisdiction, and venue to the federal and state courts located in New York County, New York.
YOU AND V-DAY AGREE THAT ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS, AND THAT NEITHER YOU NOR V-DAY WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, A REPRESENTATIVE ACTION, A COLLECTIVE ACTION, A PRIVATE ATTORNEY-GENERAL ACTION, OR IN ANY PROCEEDING IN WHICH YOU OR V-DAY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. YOU AND V-DAY FURTHER AGREE THAT NO PROCEEDING WILL BE JOINED, CONSOLIDATED, OR COMBINED WITH ANOTHER PROCEEDING WITHOUT THE PRIOR WRITTEN CONSENT OF YOU, V-DAY, AND ALL PARTIES TO ANY SUCH PROCEEDING.
At V-Day’s sole discretion, any disputes or claims under this TOU or its breach may be submitted to and resolved exclusively by arbitration conducted in accordance with American Arbitration Association rules. One arbitrator appointed under such rules shall conduct arbitration. Any such arbitration shall be in New York County, New York, and the laws of New York shall be applied. Any decision in arbitration shall be final and binding upon the parties. Judgment may be entered thereon in any court of competent jurisdiction. Notwithstanding the above, V-Day may sue in any court for infringement of its proprietary or intellectual property rights. All claims you bring against V-Day must be resolved in accordance with this section. All claims filed or brought contrary to this section shall be considered improperly filed. Any claim or cause of action arising out of or related to use of the Websites and/or any of the Content, or these TOU, must be filed within one (1) year after such claim or cause of action arose regardless of any status or law to the contrary. In the event any such claim or cause of action is not filed within such one (1) year period, such claim or cause of action shall be barred. Any failure to act by V-Day with respect to a breach by you or others does not waive V-Day’s right to act with respect to subsequent or similar breaches.
Term and Termination.
This TOU and your right to use the V-Day Websites will take effect at the moment you access the V-Day Websites, and is effective, binding and enforceable for as long as use the Websites. In addition, V-Day reserves all of its legal rights to pursue any and all legal remedies if we believe you are using the Websites for fraudulent or unlawful activity or you are taking any actions or omissions that violate any term or condition of this TOU, or in order to protect its name and goodwill, its business, and/or other users. All provisions of this TOU that by their nature our intended to survive termination will so survive and remain binding and effective – such provisions include, but are not limited to the miscellaneous section below, the provisions concerning V-Day’s proprietary rights, indemnity, disclaimers of warranty, limitation of liability, and governing law.
This TOU constitutes the entire agreement between you and V-Day and governs your use of the Websites, superseding any prior agreements between you and V-Day. You will not assign the TOU or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of V-Day. Any purported assignment or delegation by you without the appropriate prior written consent of V-Day will be null and void. We may assign these TOU or any rights hereunder without your consent. Failure by V-Day to insist on strict performance of any of the terms and conditions of this TOU will not operate as a waiver by V-Day of that or any subsequent default or failure of performance. The Websites are not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject V-Day to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the Websites or any portion of the Websites, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the service or other features that the Websites provides. If any provision (or part thereof) contained in this TOU is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction or on account of a conflict with an applicable government regulation, such determination shall not affect the remaining provisions (or parts thereof) contained herein and the illegal, invalid, or unenforceable clause shall be modified in compliance with applicable law in a manner that most closely matches the intent of the original language. No joint venture, partnership, employment, or agency relationship exists between you and V-Day as result of this TOU or your utilization of the V-Day Websites. Headings herein are for convenience only.