ARBITRATION NOTICE: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION CLAUSE BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND MY WELL WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT AND/OR CLASS-WIDE ARBITRATION.
Scope of Use
Use of Services and Availability. My Well retains the right, in our sole and absolute discretion, to deny service and/or access to and/or use of the Services to anyone at any time and for any reason without liability. While we use reasonable efforts to keep the Services accessible, the Services may be unavailable from time to time. You understand and agree that there may be interruptions to the Services and/or access to your account due to circumstances both within our control (e.g., routine maintenance) and outside of My Well’s control. The Services may be modified, updated, suspended and/or discontinued at any time without notice and/or liability.
If we terminate your account, you may not subscribe under a new account unless we formally invite you. If you commit fraud and/or falsify information in connection with your access to and/or use of the Services, your account will be terminated immediately and we reserve the right to hold you liable for any and all damages that we suffer, and we may pursue legal action through relevant local and national law enforcement authorities and may notify your ‘Internet Service Provider’ of any fraudulent activity we associate with you and/or your access to and/or use of the Services.
Administrator. If you are an organization, you may designate an administrator to serve on your behalf (“Administrator User”). You shall be responsible for the acts and omissions of each Administrator User, and you are solely responsible for the activity that occurs on your account. The Administrator User will have ultimate authority for all instructions provided to My Well regarding the administration of your account. All notices from My Well will be given to the current Administrator User at the e-mail address appearing in the account settings of your account, and/or by a message placed inside the account. My Well shall not be liable for any loss of data of functionality caused directly or indirectly by Administrator Users.
Communications from My Well. By using the Services, you agree to receive certain communications in connection with the Services. When you access and/or use the Services, you are communicating with us electronically, and you consent to receive communications from us electronically including but not limited to notices related to the Services provided to you via email. My Well will use the email address provided in your Registration Data to provide notices, statements, and other communications to you, so please be sure to keep it current. You agree that all agreements, notices, disclosures and/or other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Your consent to receive records and notices electronically will remain in effect until you withdraw it. You may withdraw your consent to receive further records and notices electronically at any time by contacting us. If you withdraw your consent to receive such records and notices electronically, we will revoke your access to the Services. Any withdrawal of your consent to receive records and notices electronically will be effective only after we have a reasonable period of time to process your request for withdrawal.
Restrictions on Use. My Well grants you the rights set forth herein, subject to the following conditions:
- You may not post, distribute, and/or transmit material from the Services on another website, service or on a computer network without our permission;
- You may not use the Services, or information found at the Services (including the names and addresses of those who have submitted information), to sell or promote products or services or to solicit clients or for any other commercial purpose;
- You shall not use, display, mirror or frame the Services, any individual element within the Services, the My Well name, trademark, logo or other proprietary information, or the layout and design of any page, without our express written consent;
- You shall not modify, disassemble, create derivative works, publicly display, reverse engineer and/or otherwise reduce to human-perceivable form all or any part of the Services;
- You agree not to submit and/or transmit any emails, User Content or other materials through the Services that contain a virus, worm, Trojan horse and/or any other harmful component designed to interrupt, destroy and/or limit the functionality of any computer software and/or hardware and/or telecommunications equipment, and/or that is designed to obtain unauthorized access to any information;
- You shall not obtain or attempt to obtain any data through any means from the Services, except if we intend to provide and/or make it available to you;
- You shall not pretend to be someone else, use someone else’s identify or misrepresent your affiliation with a person or entity;
- You agree not to send or post onto the Services any unsolicited or unauthorized spam, advertising messages, promotional materials, email, junk mail, chain letters or other form of solicitation;
- You shall not copy or imitate part or all of the design, layout, and/or look-and-feel of the Services and/or individual sections of it, in any form or media;
- You are responsible for the accuracy of the data and content that you submit;
- You shall not submit User Content that is harmful, inaccurate or otherwise inappropriate including without limitation libelous, defamatory, harassing, racially, ethnically and/or otherwise objectionable;
- You agree not to use any meta tags or other hidden text or metadata utilizing the Services or an My Well trademark, logo, or URL without My Well's express written consent;
- You will not promote and/or provide information about illegal activities and/or physical harm and/or injury to any group, individual, institution and/or property;
- You will not avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by My Well or any of our providers or any other third party (including another user) to protect the Services;
- You will not submit User Content that violates, plagiarizes and/or infringes the rights of third parties including, without limitation, copyright rights, trademarks, rights of privacy or publicity and/or any other proprietary right; and/or that is designed to obtain unauthorized access to any information; and
- You shall not use the Services for any unlawful purpose and/or to violate any federal, state, international law, code of conduct and/or other guidelines which may be applicable to the Services provided.
Donee Related Terms.
- Payments received by donee, through its agent My Well, shall be settled to donees, less applicable Fees by automated clearing house (“ACH”) transaction, or by such other means as My Well may elect to use.
- You agree that My Well may, in its sole and absolute discretion, offer a refund to a donor in the event that the donor provided it to an incorrect organization, the organization is fraudulent, or in other situations where My Well determines in its sole discretion that the transaction should be refunded.
Donor Related Terms.
- My Well is free to donors. My Well provides links and interfaces to third party payment services, which permit you to send funds to organizations (or user's representative) registered with My Well. Each organization is solely responsible for providing information related to tax receipts and/or end of year statements, which may be sent via the Services or otherwise. Any use of third-party payment services by you will be subject to the terms and conditions of such third-party payment services, and at your own risk.
- Except as otherwise set forth herein, to be eligible for a refund, as a donor, you must submit a request within thirty (30) days of providing any payment, to email@example.com with the Subject “Refund Request” and include your username and transaction information. We will use commercially reasonable efforts to respond to such requests but do not guarantee that the refund will occur. If the matter is not resolved, you shall address the donee (organization) directly and My Well shall have no liability in respect of the payment except and to the extent required under applicable laws.
Use Outside Defined Area
Errors, Inaccuracies, Omissions and Performance
Occasionally there may be information on the Services that contain typographical errors, inaccuracies, and/or omissions that may relate to services, contact information, address, and events. We reserve the right to: (i) correct any errors, inaccuracies, and/or omission; and/or (ii) make changes to content, events, descriptions, service and/or other information without obligation to issue any notice of such changes, except as prohibited by law. We also reserve the right to revise, suspend and/or terminate an event and/or promotion at any time without notice and without liability.
Proprietary Rights and Licenses
Reservation of Rights. The materials, headers, videos, illustrations, photographs, graphics and content on the Services, as well as the organization and layout of the Services, are copyrighted and are protected by United States and international copyright laws and treaty provisions and My Well and its licensors own all right, title and interest in to the such materials, services and content offered on or through the Service. Subject to the limited rights expressly granted hereunder, My Well and/or its third party providers reserve all right, title and interest in and to the services and content, including all related worldwide intellectual property rights. No rights are granted to you hereunder other than as expressly set forth herein.
Transmission of User Content. You understand that the technical processing and transmission of User Content (including the possible transmission of User Content outside its country of origin) may be necessary to your use of the materials, services and content offered on or through the Services and consent to My Well's interception and storage of User Content. You understand that you or My Well may be transmitting User Content over the Internet, and over various networks, only part of which may be owned and operated by My Well. You agree that My Well is not responsible for any portions of User Content that are lost, altered, intercepted or stored without authorization during the transmission of User Content across networks not owned and/or operated by My Well.
Feedback. If you provide us (in a direct mail, email and/or otherwise) with any feedback, suggestions, improvements, enhancements, recommendations and/or feature requests relating to the Services (“Feedback”), then you grant to My Well a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate any such Feedback. My Well has no obligation to review any Feedback and may use and redistribute Feedback for any purpose without restriction in its sole and absolute discretion.
Prohibited Conduct. Gathering email addresses from My Well through harvesting or is prohibited. Posting and/or transmitting unauthorized and/or unsolicited advertising, promotional materials, and/or any other forms of solicitation to other users is prohibited. We also prohibit crawling, scraping, caching, and/or otherwise accessing any content on the Services via automated means (except as may be the result of standard search engine protocols and/or technologies used with My Well’s express written consent). You may not use the Services in any manner that could damage, disable, overburden, and/or impair the Services and/or interfere with any other party's use and/or enjoyment of the Services.
Links to Third Party Sites
Third Party Services
The Services may be made available and/or accessed in connection with third party services and content that My Well does not control. Your correspondence, participation in, and/or any other dealings with third parties found through the Services are solely between you and such third party. My Well does not endorse such third party services and content and in no event shall My Well be liable for any products and/or services of such third party providers. You agree that My Well shall not be responsible for any loss and/or damage of any sort incurred as a result of any such dealings and/or as the result of the presence of such third parties through the Services. Moreover, My Well shall not be responsible and/or liable for the accuracy, quality, suitability, currency and/or content of the statements and/or conduct of any third party on the Services.
Copyright Infringement Notification Process
DMCA. My Well abides by the Federal Digital Millennium Copyright Act (the "DMCA"). If you believe that any content included on the Services is your proprietary work and has been copied in a way that constitutes an infringement of your copyrights in that work, please immediately notify My Well of any such copyright or other intellectual property rights infringement. Similarly, if you believe that User Content has been inappropriately removed, you may send a counter-notification. In either case, your written notice should be sent to our designated copyright agent (“Copyright Agent”) as follows:
My Well, an Illinois not for profit Corporation
Attn: Jon Horton / Technology Director
9550 W. Higgins Road, 8th Floor, Rosemont, Illinois 60018
Telephone: (833) 469-9355
Copyright Infringement Notification. To file a copyright infringement notification with us, you will need to send a written communication that includes substantially the following (please consult your legal counsel or see 17 U.S.C. Section 512(c)(3) to confirm these requirements):
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material. Providing URLs is the best way to help us locate content quickly.
- Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Counter-Notification. If User Content has been taken down, you may elect to send us a counter notice. To be effective your counter notice must be a written communication provided to our designated agent that includes substantially the following (please consult your legal counsel or see 17 U.S.C. Section 512(g)(3) to confirm these requirements):
- A physical or electronic signature of the subscriber.
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
- A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
- The subscriber's name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which the service provider may be found, and that the subscriber will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
Disclaimer of Warranties
Limitation of Liability
YOUR USE OF THE SERVICES AND CONTENT IS AT YOUR OWN RISK. IN NO EVENT SHALL MY WELL, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, LICENSORS, AND/OR SUPPLIERS BE LIABLE TO YOU AND/OR ANYONE ELSE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL AND/OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING THOSE RESULTING FROM LOSS OF USE, DATA AND/OR PROFITS, WHETHER OR NOT FORESEEABLE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STRICT LIABILITY, AND/OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF MY WELL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. THE FOREGOING SHALL APPLY DESPITE ANY NEGLIGENCE, MISCONDUCT, ERRORS AND/OR OMISSIONS BY MY WELL ITS EMPLOYEES, REPRESENTATIVES AND/OR AGENTS. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, MY WELL’S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
MY WELL’S MAXIMUM AGGREGATE LIABILITY, AND THE AGGREGATE LIABILITY OF ITS PARTNERS AND LICENSORS, TO YOU IN ANY CIRCUMSTANCE ARISING OUT OF AND/OR RELATING TO THE SERVICES IS LIMITED TO THE LESSER OF THE AMOUNT PAID BY YOU, IF ANY, IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS (US$100.00).
Arbitration Agreement and Waiver of Class Action
Arbitration Procedures. Except in the event the claim meets the requirements set forth in the ‘Exceptions to Agreement to Arbitrate’ section below and/or if you opt out of arbitration as described below, all claims shall be settled by binding arbitration in accordance with the commercial arbitration rules, in effect at the time the proceedings begin, of the American Arbitration Association. Any such controversy and/or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. All information relating to and/or disclosed by any party in connection with the arbitration of any disputes shall be treated by the parties, their representatives, and the arbitrator as proprietary business information and shall not be disclosed without prior written authorization of the disclosing party. The arbitration shall be held in Cook County, Illinois USA or any other location we agree to. Each party shall bear the burden of its own counsel fees incurred in connection with any arbitration proceedings. THE ARBITRATOR WILL NOT BE EMPOWERED AND DOES NOT HAVE THE AUTHORITY TO HEAR OR DECIDE ANY CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, TO AWARD PUNITIVE OR EXEMPLARY DAMAGES OR TO AWARD ATTORNEYS’ FEES TO THE PREVAILING PARTY.
Exceptions to Agreement to Arbitrate. Either you and/or My Well may assert claims, if it qualifies, in small claims court in Cook County, Illinois. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use and/or abuse of the Services, breach of My Well’s confidential information and/or intellectual property infringement (for example, trademark, trade secret, copyright and/or patent rights) without first engaging in arbitration and/or the informal dispute-resolution process described herein.
Judicial forum for disputes. In the event that the agreement to arbitrate is found not to apply to you and/or your claim, you and My Well agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Cook County, Illinois. Both you and My Well consent to the foregoing venue and jurisdiction.
No Waiver; Severability
This Agreement does not establish any relationship of partnership, joint venture, employment, franchise or agency between you and us.
9550 West Higgins Road 8th floor Rosemont, IL 60018