Terms of Service
I. INTRODUCTION
a. Mission and Purpose
Welcome to Idealist, a nonprofit organization based in New York that exists to actively support and provide services to not-for-profit organizations and, in certain circumstances described herein, to also provide services to for-profit organizations in connection with their public service and corporate social responsibility undertakings, by helping them to disseminate their volunteer and employee staffing needs and educational opportunities to the people who can help them work for the public good. In the last 25 years we’ve facilitated connections by more than 130,000 organizations with tens of millions of people, posted close to a million jobs and hundreds of thousands of internships and volunteer opportunities, organized more than 250 graduate-school fairs, and built a graduate school directory to help people advance their social impact career. We provide a way for people and eligible organizations interested in bridging the gap between intention and action to bring about a better world.
Idealist effectuates this goal by the creation, maintenance, and operation of a website that serves as an information resource that is accessible by the public at no cost. Separately, Idealist is providing prospective employers (each a “Publisher”) with the opportunity to publish information regarding internship, volunteer, and employment opportunities on a subscription basis for a fee (“Publishing”). Idealist provides the public, which consists of volunteer, employment, and student candidates and other persons accessing the Idealist website (each a “Candidate”), with a no fee license to use the Idealist provided Services, as described herein, to search for volunteer, employment, and educational opportunities, to read and forward content, and to otherwise utilize the Idealist Services consistently with these terms of service (“Terms”).
b. Acceptance of These Terms
These Terms are by and between Action Without Borders, Inc. together with its affiliates (“Idealist” or “we” or “us“) and you (“you“). Whether you use the Services as a guest, registered user, Candidate, or Publisher (collectively, “Users”), these Terms govern your access to and use of any content, support and functionality offered by Idealist, including our websites (including https://www.idealist.org/, www.idealistcareers.org, www.idealistvolunteering.org, www.blog.es.idealist.org, www.act.idealist.org, or www.idealistgradschool.org) and any mobile app, or other online or offline services we offer including the separately available Publishing which is provided on a fee-basis (collectively, the “Services”). Your right to access or use the Services, including the ancillary right to access and use any electronic content, functionality, features, applications and User Content (collectively, “Materials”) in connection with the Services, is terminated if you decline or violate these Terms. If you have a separate contractual relationship with us, those terms will control in the event of any conflict.
These Terms are supplemented by our posted Privacy Policy and Cookie Policy, and other supplemental policies we may post (collectively, our “Agreement“). Please read our Agreement carefully before using our Services. We may revise and update the Agreement from time to time in our sole discretion. All changes are effective immediately when posted through the Services. We may also make improvements or changes to the Services, add new features, or terminate the Services or any component part of them, including Publishing, at any time without notice, and we may also, in our sole discretion, restrict, suspend, or terminate access to all or any part of the Services at any time, for any or no reason, with or without prior notice, and without liability. Continued use of the Services will signify your consent to the updated Agreement; if you do not agree to the Agreement as modified you must discontinue use of the Services.
PLEASE SEE SECTIONS 11-13 OF OUR TERMS REGARDING YOUR LEGAL RIGHTS IN ANY DISPUTE INVOLVING OUR SERVICES, INCLUDING A WAIVER TO BRING ANY CLAIM UNDER A CLASS ACTION.
c. Eligibility
As a User: if you are an individual, you affirm that you are of legal age to form a binding contract with Idealist, have the capacity to contract, and accept all of the terms and conditions herein; and if you are acting or registering an account on behalf an organization, you (i) represent that you are authorized to accept this Agreement on behalf of the organization, and (ii) affirm that you are a nonprofit or community organization, a government agency (other than a military or intelligence agency), or a business that provides services to nonprofits or government agencies (such as a recruiting firm or consultant or vendor), or a business with public service and corporate social impact roles.
2. About the Services
Some key aspects of the Services are as follows:
(1) Idealist’s Organization Database contains information about (i) nonprofit organizations, community groups, government agencies, recruiters, consultants and vendors, and businesses with public service and corporate social impact roles from around the world (collectively, “Organizations”); and (ii) volunteer opportunities, jobs, and internships, among other things, published by Publishers and directed at Candidates.
If you are the administrator of a Publisher with a subscription to the Idealist Services, you can submit job openings, volunteer opportunities, internships, or other information that can be posted on or through the Publishing fee-based component of the Services and stored in the Organization Database (each, a “Listing”). A Publisher may not post a job listing for which the compensation is primarily commission-based. A Publisher may not post volunteer listings on behalf of other entities without express permission from Idealist. Users can search and access the Organization Database for information about Organizations and Listings.
(2) User Accounts enable users to register an account with Idealist in order to create a profile that grants a fee-free license to access and use certain features of the Services, including the Materials. Users with an account can opt in to receive and customize email alerts with information about Listings, or events by organizations or individuals through the Services. Users can also save Listings, choose to receive occasional updates about Idealist events (“Events”) and other notifications. Users can also enter into groups (“Groups”) to communicate with other users, share ideas, and plan gatherings with local volunteering projects or agendas (“Idealist Day Events”).
User Accounts may contain additional information voluntarily submitted by the User, including personal information, interests and preferences, skills, schedule and location information, and other information relevant to the Services. Organizations may search and access certain Services to find registered Users based on name, location, and other keywords, such as to find registered Users who are looking for specific jobs, volunteer opportunities, friends/collaborators, or clients.
The Services may contain message boards, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow Organizations, Users, and Groups to post, submit, publish, display or transmit to other Organizations, Users, or other persons (hereinafter, “post”) content or materials (collectively, “Contributions”) on or through the Services.
(3) Communications from Idealist will be periodically sent to Users, Organizations, and Groups in connection with the Services. For example, Publishers may receive email communications regarding their Publishing or Listings, informational emails about using the Services, human resources or hiring policies. Individual Users may receive email communications with a reminder of events they registered for, or Listing recommendations based on their interests and searches. Individual Users who create or participate in Groups may receive email communications relevant to their Group, as well as other tools and resources available through the Services. Idealist may also send communications with updates about the Services, such as new or updated features.
(4) Idealist’s Mobile App enhances users’ ability to connect with others in the same area who share similar community objectives. Users can then organically organize Idealist Day Events, or simply meet up to share ideas on how to volunteer together. The app also offers other resources linked to the Services, such as job searching guides, career development guides, and more. From time to time, users who consent through the App may receive push notifications to their mobile device. Users are provided a fee free license to use the App, which for all purposes remains the intellectual property of and owned by Idealist.
(5) The Applicant Tracking System (“ATS” or “ATS Service”) is a free & light-weight management system for qualifying incoming applicants and tracking general job listing performance for jobs, internships, and other volunteer opportunities. Users are provided a fee free license to use the ATS Service, which for all purposes remains the intellectual property of and owned by Idealist.
(6) The Resume Database allows Users to upload a resume and be "found" by Organizations hiring for positions that fit their experience. Users have the ability to delete or update their resume posted through the Services. Users are provided a fee free license to use the Resume Database, which for all purposes remains the intellectual property of and owned by Idealist.
(7) Idealist’s Nonprofit Salary Explorer serves as a tool for Users to view and compare salary insights based upon certain information categories such as job title, geographic location, and level of education. Features may include a salary survey, salary calculator and salary report. The salary calculator is generally available to Users who complete the salary survey, and is intended to provide an estimated salary that could be earned based on certain provided information. The results can be reconfigured based on adjustments to title, location, or size of the organization. Users are provided a fee free license to use the Nonprofit Salary Explorer, which for all purposes remains the intellectual property of and owned by Idealist.
(8) The Grad School Directory allows Users to view profile listings of universities that wish to showcase their graduate school programs through the Services. Users interested in a program within the directory can “heart” or bookmark a program for their User Account or share contact information with admins of the graduate program. Users are provided a fee free license to use the Grad School Directory, which for all purposes remains the intellectual property of and owned by Idealist.
(9) Other resources that may be available through the Services may include apps, blog posts, guides, and other helpful materials for job seekers and nonprofit professionals, individuals interested in graduate school, those who wish to start their own community projects or connect with other members, and potential volunteers. Users are provided a fee free license to use these resources, which for all purposes remains the intellectual property of and owned by Idealist.
2. User Rights and Obligations
Idealist provides Services for the benefit of the world-at-large, connecting people and organizations to turn good intentions into action. However, as in most community-focused environments, progress only occurs if everyone cooperates and abides by the rules. These Terms define the obligations that Users must comply with in order to use the Services.
a. Applicable Laws and this Agreement
You agree to comply with all applicable laws, rules, regulations, judicial authorities, subpoenas, investigative demands, or similar processes (collectively “Laws”) and this Agreement, and to review and comply with notices sent by Idealist concerning our Services.
b. Your Responsibilities
You are responsible for any activity that occurs through your User Account and you agree you will not sell, license, or assign your account, followers, username, or any account rights. With the exception of people or organizations that are expressly authorized to create accounts on behalf of others, we prohibit, and you agree, to not create an account for anyone other than yourself. All information you provide or provided to us upon registration and at all other times must be true, accurate, current and complete and you agree to update your information as necessary to maintain its truth and accuracy. You are responsible for keeping your User Account password and any other access credentials for the Services secret and secure. Notify us immediately of any unauthorized use of your User Account as directed in the Contact section below.
You are solely responsible for your interaction with other users of the Services, whether online or offline. You agree that we are not responsible or liable for the conduct of any User. We reserve the right, but have no obligation, to monitor or become involved in disputes between you and other Users. Please exercise common sense and your best judgment when interacting with others.
c. Prohibited Actions
You agree not to: (a) decompile, reverse engineer, disassemble, modify, reduce the Services to human readable form or create derivative works based upon the Services or any part thereof; (b) disable any licensing or control features of the Services; (c) introduce into the Services any virus or other code or routine intended to disrupt or damage the Services, or alter, damage or delete any Materials , or retrieve or record information about the Services or its users; (d) merge the Services or Materials with another program or create derivative works based on the Services or Materials; (e) remove, obscure, or alter any notice of the copyright or other proprietary legends on the Services or Materials; (f) sublicense, assign, translate, rent, lease, lend, resell for profit, distribute or otherwise assign or transfer the Materials or access to the Services to others; (g) use, or allow the use of, the Services or the Materials in contravention of any federal, state, local, foreign or other applicable law, or rules or regulations of regulatory or administrative organizations; (h) otherwise act in a fraudulent, illegal, malicious or negligent manner when using the Services. Except as expressly provided herein, we and our third party licensors reserve all rights with respect to the Services, and may pursue all legally available options under both civil and criminal laws (and may cooperate with law enforcement agencies) in the event of any violations; (i) post violent, defamatory, indecent, sexually explicit, discriminatory, unlawful, infringing, hateful or other inappropriate photos or other content, including any posts intended for defaming, stalking, bullying, abusing, harassing, threatening, harming, impersonating or intimidating people or entities; or (j) create, solicit, transmit, or procure the sending of, any unwanted, unsolicited or harassing comments or communications, including advertising or promotional material, without our prior written consent, including any “junk mail,” “chain letter,” “spam” or any other similar solicitation. You may not access or use the Services by means of any automated program, expert system, electronic agent or “bot,” and shall not give any other person or entity unauthorized access to the Services. You are prohibited from “scraping,” copying, republishing, licensing, or selling the data or information on the Services.
4. Your Contributions
a. Our Community
Much of the content made available by Idealist is generated and posted by Organizations and Users, some of which arises from Publishing. Our mission is to provide a safe space so that no opportunity for action or collaboration is wasted and no connection is missed. However, we consider it to be the responsibility of all Users to help make the Idealist ecosystem a safe and trusted place.
You agree to use our Services in a professional manner and consistent with our efforts to help build a world where all people can live free and dignified lives. EACH ORGANIZATION AND INDIVIDUAL USER OWNS AND IS RESPONSIBLE FOR THE CONTRIBUTIONS POSTED TO THE SERVICES VIA THEIR USER ACCOUNT, INCLUDING CONTRIBUTIONS MADE AVAILABLE FOR OTHER USERS TO VIEW.
b. Representations and Warranties
All Contributions, from both Organizations and Users, must comply with the content standards set out in this Agreement, our Community Guidelines, and other guidelines posted through the Services.
Except as may be otherwise agreed-upon between you and us in writing, by submitting Contributions through the Services, you grant us (or warrant that the owner of such Contributions has granted to us) a non-exclusive fully-paid and royalty-free, transferable, sub-licensable, perpetual, irrevocable, and unrestricted worldwide right and license (i) to use, reproduce, display, modify, adapt, publish, translate, transmit and distribute or otherwise disclose to others such Contributions (in whole or in part) as reasonably necessary to provide the Services; and (ii) subject to our Privacy Policy, use your name, or username, in connection with your Contributions.
You understand, acknowledge, represent and warrant that:
· You understand and acknowledge that you are responsible for any Contributions you post, and you, not us, have full responsibility for it, including its legality, reliability, accuracy, and appropriateness;
· You own or control all necessary rights in and to your Contributions and have the right to grant the license granted above;
· Our receipt and use of the Contributions as provided herein is not subject to any privacy laws, and will not violate any privacy laws;
· Contributions you submit are truthful, accurate, not misleading, offered in good faith, and you have the right to post them; and
· Contributions you post do and will comply with this Agreement and applicable Law, and your posts are not in violation of any contractual restrictions or other third party rights.
CONTRIBUTIONS POSTED THROUGH THE SERVICES MAY REACH THOUSANDS OF USERS AND NON-USERS (OR MORE), AND MAY BE SHARED VIA EMAIL, RSS FEEDS, SEARCH ENGINES, SOCIAL MEDIA NETWORKS AND OTHER COMMUNICATION CHANNELS. We do not want you to, and you should not, post any confidential or proprietary Contributions through the Services unless specifically requested or in circumstances where we expressly indicate it will be kept confidentially within a User Account or group (e.g., for a particular Organization). You also agree that we are free to use any feedback, corrections, ideas, concepts, know-how, or techniques that you provide to us (collectively, “Feedback”) for any purpose and you waive all rights therein. PLEASE DO NOT SEND US ANY FEEDBACK THAT YOU WISH US TO KEEP CONFIDENTIAL OR FOR WHICH YOU EXPECT TO RECEIVE COMPENSATION UNLESS WE EXPRESSLY AGREE IN WRITING OTHERWISE.
We are not a backup service and you agree that you will not rely on the Services for the purposes of storing Contributions. Except as otherwise set out in our Privacy Policy, we have no obligation to retain or provide you with copies of your Contributions. Furthermore, we will not be liable to you or third-party beneficiaries for any modification, suspension, or discontinuation of the Services, or the loss of any Contributions.
c. Privacy
Personal information collected by us in connection with the Services will be maintained in accordance with our posted Privacy Policy.
d. User-to-User Communication and Sharing.
Our Services include various spaces, forums and blogs where Users can post observations and comments on designated topics that are visible to other Users or Organizations. Idealist cannot guarantee that others will not use or misuse the ideas and information that are posted, and we are not responsible for Organizations or Users’ misuse or misappropriation of any Contribution posted in any forums, blogs, and other sections of our Services.
5. Content Removal.
Our reporting system allows registered Users to report posted Contributions that violate this Agreement, and Idealist may remove any Contribution for any reason in its sole discretion, which may include but is not limited to perceived violations of this Agreement, applicable Laws, or concerns about safety, security, privacy, intellectual property or employment rights.
Our staff receives a notice each time a Contribution is reported or “flagged” and that Contribution may be immediately removed from the Services in whole or in part. We may evaluate whether the reported Contribution is inconsistent with our Mission and Purpose (described above) or violates this Agreement, and will take appropriate action in our discretion to resolve the issue. Users who believe their Contribution has been modified or removed in error may contact us here. Subject to applicable Law, under certain conditions we may in our discretion choose to restore deleted material, or contact the offending User to request changes, amendments, or deletion of their “flagged” Contribution.
You may request that Idealist delete any Contribution that you have provided on or through the Services. With regard to any Contribution you have shared with other Users that they have subsequently copied or stored, Idealist may be unable to delete such Contribution from the locations those Users have copied or stored it.
6. Reporting Copyright Infringement and Other Violations
We respect the intellectual property rights of others, and we prohibit users of our Services from submitting, uploading, posting or otherwise transmitting any materials that violate another person’s intellectual property rights or these Terms. For allegations of copyright infringement, please follow the instructions below; otherwise, you can report any issues to us via the contact information provided at the end of these Terms. The remaining information in this section is provided exclusively for notifying us that your copyrighted material may have been infringed.
Pursuant to 17 U.S.C. 512(c)(2), written notification must be submitted in writing to the Designated Agent as follows:
Attn: Ami Dar
Subject: Notification of Claimed Infringement
By mail to: Idealist.org, 389 5th Ave, New York, NY 10016
Or via email to: privacy@idealist.org
To be effective, the notification of copyright infringement must include the following: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) 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; (3) 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; (4) 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; (5) 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; and (6) 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.
7. Our Intellectual Property Rights
Subject to your acceptance of, and compliance with, the Agreement, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to access and use the Services. The Materials are owned by (or licensed to) us, including name, logo, text, images, audio/visual works, information, technology, icons and scripts and other materials provided on or through the Services. Idealist (with its licensors) own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world associated with the Services, which are protected by applicable intellectual and proprietary rights and laws. You may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Materials in whole or in part except as expressly authorized by us or the applicable licensor. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights.
When using these Services and Materials, you must: (i) keep intact all copyright and other proprietary notices; (ii) use them pursuant to any licenses associated with them (iii) not copy or post them on any networked computer or broadcast them in any media, except to reference them through social media or by email (although we may revoke such permission at any time); (iv) make no modifications to them; and (v) not make any additional representations or warranties relating to them. You may not circumvent, disable, or otherwise interfere with security related features of the Services or other features that restrict use or copying of any Materials. Except as provided above, you may not use our name nor any misspelling or typographical variation of any of our trademarks, trade dress, or other branded elements, whether alone or in conjunction with any other word or phrase, trademarks, or service marks in any manner (including use in any metatags or any other “hidden text”) without our prior written consent. Any violation of the foregoing will terminate the permission and license granted by us to access and make use of the Services.
8. Paid Services
If you elect to use fee-based portions of the Services (jobs, internships, job packs, etc..), which currently are limited to Publishing, then you will pay a fee (“Fee”) on a one-time subscription basis (“Subscription”), which may be extended or renewed. The payment of a Fee to Idealist is for the provision by Idealist of all licenses, services, and items necessary and appropriate to facilitate Publishing of a specified number of Listings during a three-year service availability period, unless a shorter timeframe is otherwise specified in writing. The parties expressly acknowledge that the sale of Publishing of Listings as a separately available component part of the Services is the sale of the right to the Publishing of a limited number of Listings on a “use it or lose it” basis during the specified period, and no refund is available if a User fails to utilize all or any of the Publishing of Listings inasmuch as the Publishers are paying for the standby availability of the licenses, services, and items necessary and appropriate to facilitate Publishing of Listings and not for an absolute right to Publishing of a fixed number of Listings.
All amounts are in U.S. Dollars. We will endeavor to notify you via email in advance of Publishing Subscription expiring (or any other Services for which Idealist and the User agree that a Fee is imposed). Subscription Fees will be charged at the time of any renewals or additional purchases, and you can access your payment history in your User Account or by contacting us. We may revise the Fees for our Services at any time, or impose additional fees or charges, in which case we will notify you by posting the change to our Services or by email. Fee changes will be effective as of the next renewal or additional purchase. If you opt-in to a Subscription or other Fee-based Services, you (i) agree to pay us the applicable Fees in accordance with these Terms, (ii) authorize us, through our payment processor, to charge you via your provided payment method for the Fees, and (iii) agree to such payment(s). All Fees are exclusive of any applicable taxes, duties, levies, tariffs, and other governmental charges (including, without limitation, sales and use taxes, gross receipts taxes, business and occupation taxes, VAT, and other transaction-based taxes) other than taxes based on our net income, capital, or general business operations (collectively, “Taxes”). As purchaser, you will be responsible for reporting and remitting any and all Taxes, whether or not such amounts are identified, invoiced, separately stated, or collected by Idealist.
You must provide current, complete, and accurate information for billing details, such as billing address, credit card number and credit card expiration date. You must promptly notify us if your payment method is canceled (e.g., for loss or theft) or if you become aware of a security issue.
Once initiated by you, Subscriptions and any payments made are non-cancelable and are non-refundable. We do not issue refunds of any Fees for early cancellation or termination of the Services, or for any other reason. To the extent any return is required by Law for Fees paid, you will be provided credits usable only for paid portions of the Services, which is currently only Publishing. If you have a question or issue with the charges applicable to your Account, please contact us immediately. You agree to notify us of any Fee dispute within thirty (30) days of it being due, and must cooperate with us in good faith to promptly resolve any such dispute. If the charges were made in error, we will credit your User Account or payment method for the appropriate amount. You agree to reimburse us for all reasonable costs and expenses incurred in collecting delinquent amounts.
9. Links to Non-Idealist websites or services
We may provide through the Services, solely as a convenience to Users, links to websites or services operated by other entities, including but not limited to Organizations, other Users and Social Media Networks (discussed in the next section). If you visit any referenced third-party website or services, then you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. We do not make any warranty or representation regarding, or endorse or otherwise sponsor, any linked website or the information appearing thereon or any of the products or services described thereon. Links do not imply that we are legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in or accessible through the links; or that any linked website is authorized to use any trademark, trade name, logo, or copyright symbol of Idealist. YOU AGREE THAT YOUR USE OF THIRD-PARTY WEBSITE OR SERVICES, INCLUDING WITHOUT LIMITATION YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES OR SERVICES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.
10. Social Media
We may maintain a presence on social media platforms such as LinkedIn, Facebook and Twitter, (collectively, “Social Media Networks”) to provide a place for people to learn more about us and to share experiences with our Services. All comments, visuals, and other materials posted by visitors to our Social Media Networks do not necessarily reflect the opinions or ideas of Idealist. All use of the Social Media Networks must comply with the respective Social Media Network’s terms of use. We may review some but not all postings to our accounts on Social Media Networks, and we may remove postings in our discretion, such as when we determine they are inappropriate or offensive.
11. Disclaimer of Warranties; Limitation of Liability
YOU ACCESS AND USE OF THE SERVICES, MATERIALS AND CONTRIBUTIONS AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ALL CONTRIBUTIONS AND MATERIALS ARE PROVIDED “AS IS” WITHOUT A REPRESENTATION OR WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED ON THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS THROUGH USE OR DOWNLOADING MATERIAL FROM THE SERVICES. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT OR INDIRECT, ACTUAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT MAY ARISE FROM THE SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, AND IN SUCH JURISDICTIONS OUR LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
BY ACCESSING THE SERVICES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
WE DO NOT ENDORSE, APPROVE OR VERIFY ANY POSTED CONTRIBUTIONS AND WE SHALL NOT BE RESPONSIBLE OR LIABLE WHATSOEVER IN ANY MANNER FOR ANY CONTRIBUTIONS POSTED ON THE SERVICES (INCLUDING CLAIMS OF INFRINGEMENT RELATING TO CONTRIBUTIONS POSTED ON THE SERVICES, FOR YOUR USE OF THE SERVICES, OR FOR THE CONDUCT OF THIRD PARTIES WHETHER ON THE SERVICES OR RELATING TO THE SERVICES.
The provisions in these Terms are intended to be only as broad and inclusive as is permitted by applicable Law. We reserve all rights, defenses, and permissible limitations under applicable Law.
12. Indemnification
You agree that you will be responsible for any damages resulting from your violation of the Agreement. You further agree to indemnify and hold Idealist (and its operators, affiliates, officers, directors, agents and employees, contributors, sponsors and partners) harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of: (i) your breach of the Agreement; (ii) your activities in connection with the Services, including any violation of any law or the rights of any third party that occurs in connection with your of the Services; or (iii) Contributions or other information that you posted through the Services.
13. Governing Law; Arbitration and Class Action Waiver
THE LAWS OF THE STATE OF NEW YORK, WILL GOVERN THE AGREEMENT, AND ANY DISPUTE RELATING TO THE SERVICES, WITHOUT GIVING EFFECT TO ANY PRINCIPLES OF CONFLICTS OF LAWS. YOU HEREBY ACKNOWLEDGE AND AGREE THAT ANY CLAIM, DISPUTE OR DIFFERENCE ARISING FROM THE AGREEMENT OR THE SERVICES SHALL BE SUBJECT TO THE EXCLUSIVE JURISDICTION OF THE COMPETENT STATE AND FEDERAL COURTS OF NEW YORK, AND YOU WAIVE ANY RIGHT OF REMOVAL OR TRANSFER WHETHER DUE TO FORUM NON CONVENIENS OR OTHER REASON.
EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, YOU AGREE THAT EACH PARTY TO A DISPUTE HEREUNDER MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and we agree, no arbitrator or court may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
14. Services Controlled from the United States
The Services are controlled and operated by Idealist from our offices within the United States. We make no representation that the Materials or Services are appropriate, lawful, or available for use in other locations. Those who access the Services from other locations do so on their own initiative and are responsible for compliance with local laws.
15. Entire Agreement; Severability; Miscellaneous
You acknowledge that you have read and understood and agree to be bound by these Terms and the rest of the Agreement (e.g., our posted Privacy Policy). The Agreement constitutes the complete and exclusive statement of the agreement between you and Idealist, and supersedes all other proposals or prior agreements oral or written, and any other communications relating to the subject matter of the Agreement. If any provision of the Agreement is found unenforceable, it shall not affect the validity of the remainder of the Agreement, which shall remain valid and enforceable according to its terms, and 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. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Idealist as a result of the Agreement or your use of the Services. Any rights and licenses granted under the Agreement may not be transferred or assigned by you, but may be assigned by us without restriction. Our failure to exercise or enforce any right or provision of the Agreement shall not operate as a waiver of such right or provision. The section titles in the Agreement are for convenience only and have no legal or contractual effect.
16. Contact Information
If you have questions, concerns or comments about the Agreement or our Services, please contact us by mail at: Idealist.org, 389 5th Ave, New York, NY 10016, via email at support@idealist.org.
These Terms were last updated on October 31st, 2023.