TERMS AND CONDITIONS OF PARTICIPATION BY CHARITIES

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SERVICES. Click Here for the Terms and Conditions of Use of the Services by Individuals.

Carimus, Inc. (the “Company”, “we” or “us”) owns and operates the www.goodbookey.com website (the “Website”) and the GoodBookey mobile application (the “App”, and collectively with the Website, the “Services”). By participating in the Services, your organization signifies its assent to these Terms and Conditions. If your organization does not agree to all of these Terms and Conditions, it cannot participate in the Services. The Company may revise and update these Terms and Conditions at any time. Please continue to review these Terms and Conditions periodically. Your continued participation in the Services will mean you accept any revisions to the Terms and Conditions.

1. Eligibility In order to participate in the Services, you must (i) be an organization exempt from income tax under Section 501(c)(3) of the Internal Revenue Code; (ii) file a Form 990 for every year in which you participate in the Services; and (iii) be and remain in compliance with all applicable state and federal laws and be duly formed and in good standing in the state of its incorporation. If any of the above statements are not true, then you are not eligible to participate in the Services. In addition to the above, you must submit to the Company (a) proof of your 501(c)(3) determination letter; (b) an organizational mission statement; and (c) such other documentation as the Company may require, for review by the Company. In the event that your mission statement or tax-exempt status changes, you must notify the Company in writing immediately and provide additional information as may be requested by the Company.
2. Use of Content.
   1. The Services contain copyrighted material, including, without limitation, text, software, photos, audio and video clips, graphics, illustrations, images, logos, and music and sound (the “Content”). The Services are protected by copyright as a collective work, pursuant to U.S. copyright laws, international conventions, and other copyright laws. The Company and third party content providers also own (or have the right to use) copyrights in the content original to them. Any use of the Content not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may violate copyright, trademark, and other laws. Content and features, including without limitation product pricing and availability, are subject to change or termination without notice in the sole discretion of the Company. Content may contain technical inaccuracies or typographical errors. All rights not expressly granted herein are reserved to the Company and its licensors.
   2. Notwithstanding the foregoing, at any time that you are actively participating in the Services (meaning that your account has not been suspended, terminated or cancelled), the Company grants to you a non-exclusive, non-transferable, non-sublicensable, limited right to use the Goodbookey name and logo in your promotional material. At any time that your participation in the Services is suspended, terminated or cancelled, all rights to use the Goodbookey name and logo shall automatically terminate without any further action on the part of the Company.
   3. If you violate any of these Terms and Conditions, your permission to use the Content may be terminated in the sole discretion of the Company, and in such event you must immediately destroy any copies you have made of any portion of the Content.
3. Participation in the Services.
   1. THE SERVICES ARE NOT A FORM OF GAMBLING AND MAY NOT BE USED FOR ANY FORM OF GAMBLING.
   2. In your use of the Services, you agree to act responsibly in a manner demonstrating the exercise of good judgment. For example and without limitation, you agree not to (a) use the Services for any purpose in violation of local, state, national, or international laws, (b) insert your own or a third party’s advertising, branding, or other promotional content into any of the Content or use, redistribute, republish, or exploit the Content for any further commercial or promotional purposes, (c) infringe or violate the rights of any third party, including without limitation, intellectual property, privacy, publicity, or contractual rights, (d) engage in spidering, “screen scraping,” “database scraping,” harvesting of e-mail addresses, wireless addresses, or other contact or personal information, or any other automatic means of obtaining lists of users or other information from or through the Services, including without limitation any information residing on any server or database connected to the Services, (e) interfere with, interrupt, damage, disable, overburden, or impair the Services or the Content, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing, or electronic mail address information or similar methods or technology, (f) attempt to gain unauthorized access to other computer systems through the Services, or (g) assist any third party in doing any of the foregoing.
   3. You further agree that you shall not attempt (or encourage or support anyone else’s attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the Services, or any Content thereof, or make any unauthorized use thereof. You agree that you shall not use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party’s use and enjoyment of the Services. You shall not obtain or attempt to obtain any materials or information through any means not intentionally made publicly available or provided for through the Services.
   4. If for any reason the Services are not running as originally planned (e.g., if the Website or the App becomes corrupted or does not allow the proper usage and processing of entries in accordance with the rules, or if infection by a computer virus, bugs, tampering, unauthorized intervention, actions by entrants, fraud, technical failures, or any other causes of any kind, in the sole opinion of the Company corrupts or affects the administration, security, fairness, integrity or proper conduct of the Services), the Company reserves the right, in its sole discretion, to cancel any events that it believes have been affected and/or to cancel, terminate, extend, modify or suspend the Services. If such cancellation, termination, modification or suspension occurs, any amounts due to you may be cancelled. If a donation has already been processed, you may be required to refund all or a portion of such amounts. The Company will do everything in its power to avoid the need to refund donations already made.
   5. Prior to your participation in the Services, you must provide the Company with an electronic copy of your logo in .jpeg or .png format of at least 600×600 pixels. At any time that you are actively participating in the Services, (meaning that your account has not been suspended, terminated or cancelled), you grant to the Company a non-exclusive, non-transferable, non-sublicensable, limited right to use your name and logo in connection with the Services.
   6. These Terms and Conditions shall also apply to the use of the GoodBookey Mobile Application and are intended to be in addition to the End User License Agreement for the Mobile Application found on the Apple or Android Store, as applicable, and to the extent any of these Terms and Conditions conflict with such End User License Agreement, these Terms and Conditions shall supersede the conflicting provision in the End User License Agreement.
   7. You are entitled to cancel your participation in the Services at any time. For administrative efficiency, the Company will make any changes in participation status at the end of each month.
   8. The Company reserves the right to suspend or terminate your participation in the Services at any time for any reason.
4. Information Required and Provided.
   1. You must provide to the Company your Stripe Account details (see Section 4(b) below), email address and Merchant ID information.
   2. Stripe will require you to accept the “Stripe Connected Account Terms of Service” and will require the following information:
      1. Your official name,
      2. Your tax identification number,
      3. Your mailing address,
      4. Stripe Connected account or bank and routing number,
      5. Your IRS determination letter and,
      6. Contact information for your legal representative if requested.
   3. The Company will provide you monthly with statistics on user participation and the amount due to you. As we collect more information we expect to be able to provide you with valuable forecasting and other data.
   4. At the end of each month, the Company will provide you with a list of individuals who have made donations to you, along with each individual’s name and email address. If no donations were made for a given month, you will not receive a report for that month.
   5. Upon request, the Company will provide semi-annual reports including non-proprietary financial information of the Company.
   6. The Company will provide an annual report to you in January of each year showing all donations made for the previous calendar year.
5. Fees Charged and Payments Made to You.
   1. You will be charged a minimal one-time administration fee at your initial set up. There are no ongoing fees for your participation in the Services.
   2. The Services do not constitute gambling. At the end of the chosen event, the loser of a given event will be encouraged to make a donation to the charity of the winner’s choice. It is Our intention to pass no less than 92% of all amounts paid by users on to you. The percentage will increase as the overall transaction sizes increase. You will be required to use Stripe for secured payment processing. Each of these third-party services providers charge a transaction fee, and the Company will retain a maximum of 3% from each transaction. The total fees will not exceed those set forth on the following fee schedule:
      

      Donation Amount	Payment Processer Fee (2.9% + $.30 of Donation Amount)	GoodBookey Fee (3% of Donation Amount)	Net to Charity	Percentage of Donation Processed to Charity
      $1	$0.33	$0.03	$0.64	64%
      $5	$0.45	$0.15	$4.41	88%
      $10	$0.59	$0.30	$9.11	91%
      $15	$0.74	$0.45	$13.82	92%
      $20	$0.88	$0.60	$18.52	93%
      $25	$1.03	$0.75	$23.23	93%
      $30	$1.17	$0.90	$27.93	93%
      $35	$1.32	$1.05	$32.64	93%

      The Company will actively endeavor to reduce fees upon further negotiations with third party payment processors. Payments will be processed directly to your organization as users make donations. Your funds should arrive in your account within one business day after a user completes his or her donation payment.

   3. You will be required to set up your own Stripe account, if you do not already have one.
   4. You acknowledge that there cannot be a guarantee that communications or payment transactions conducted online will be absolutely secure. You further acknowledge that there may be system failure that may limit your ability to use third party online payment services. You agree to assume all risk and liability arising from your use of the third party online payment services, including the risk of breach in the security of the communications or transactions you conduct online. THE THIRD PARTY ONLINE PAYMENT SERVICES ARE BEYOND THE CONTROL OF THE COMPANY AND ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND FROM THE COMPANY, WHETHER EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
   5. The Company will not be responsible for the accuracy or timeliness of processing your donations.
6. Donations Receipts. In January of each year, we will provide each user with a record of the donations made via the Services during the previous year. We will provide you with the name and email address of each user that made a donation to you, and you should follow your own procedures for delivering receipts for tax deduction purposes.
7. Liability.
   1. The use of the Services and the Content is at your own risk.
   2. When using the Services, information will be transmitted over a medium that may be beyond the control and jurisdiction of the Company and its suppliers. Accordingly, the Company assumes no liability for or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Services.
   3. The Services and the Content are provided on an “as is” basis. The Company, ITS LICENSORS, AND ITS SUPPLIERS, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR A PARTICULAR PURPOSE. Without limiting the foregoing, the Company, its licensors, and its suppliers make no representations or warranties about the accuracy, reliability, completeness, currentness, or timeliness of the Content, software, text, graphics, links, or communications provided on or through the use of the Services.
   4. IN NO EVENT SHALL THE COMPANY, ITS LICENSORS, ITS SUPPLIERS, OR ANY THIRD PARTIES MENTIONED IN THE SERVICES BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR OTHER DAMAGES OF ANY KIND, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER TANGIBLE OR INTANGIBLE LOSSES OR ANY OTHER DAMAGES BASED ON CONTRACT, TORT, STRICT LIABILITY OR ANY OTHER THEORY (EVEN IF THE COMPANY HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)), RESULTING FROM THE SERVICES; THE USE OR THE INABILITY TO USE THE SERVICES; UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US; ANY INCORRECT, ILLEGIBLE, MISDIRECTED, STOLEN, INVALID OR INACCURATE ENTRY INFORMATION; HUMAN ERRORS; TECHNICAL MALFUNCTIONS; FAILURES, INCLUDING PUBLIC UTILITY OR TELEPHONE OUTAGES; OMISSIONS, INTERRUPTIONS, LATENCY, DELETIONS OR DEFECTS OF ANY DEVICE OR NETWORK, PROVIDERS, OR SOFTWARE (INCLUDING, BUT NOT LIMITED TO, THOSE THAT DO NOT PERMIT AN ENTRANT TO PARTICIPATE IN THE SERVICES); ANY INJURY OR DAMAGE TO COMPUTER EQUIPMENT; INABILITY TO FULLY ACCESS THE SERVICES OR ANY OTHER WEBSITE; THEFT, TAMPERING, DESTRUCTION, OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ENTRIES, IMAGES OR OTHER CONTENT OF ANY KIND; DATA THAT IS PROCESSED LATE OR INCORRECTLY OR IS INCOMPLETE OR LOST; TYPOGRAPHICAL, PRINTING OR OTHER ERRORS, OR ANY COMBINATION THEREOF; OR ANY OTHER MATTER RELATING TO THE SERVICES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE COMPANY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF ONE HUNDRED DOLLARS.

      Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you.

   5. The failure of the Company to comply with any provision of these Terms and Conditions due to an act of God, hurricane, war, fire, riot, earthquake, terrorism, act of public enemies, actions of governmental authorities outside of the control of the Company (excepting compliance with applicable codes and regulations) or other force majeure event will not be considered a breach of these Terms and Conditions.
8. Submissions. By submitting to the Company via e-mail, the Website or the App, any ideas, suggestions, concepts, methods, systems, designs, plans, techniques, business information, inventions, how-to, or product information or material relating to the Company’s business, products, or services (collectively, “Ideas”), you: (i) agree such submission is non-confidential for all purposes, (ii) grant the Company an unrestricted, irrevocable license to use, reproduce, display, perform, modify, transmit, and distribute the Ideas, and (iii) represent and warrant that you own or otherwise control all of the rights to the Ideas and that the Company is free to use the Ideas that you send us for any purpose. For the avoidance of doubt, “Ideas” does not include any data, information, drawings, files, etc. that you submit to the Company for the purposes of receiving customer support. The Company may sublicense its rights through multiple tiers of sublicenses. Notwithstanding anything herein to the contrary, the personal information you submit to the Company is governed by the Company’s Privacy Policy. Please review our Privacy Policy, as amended from time to time, for a complete description of how we handle personal information submitted in the process of registering for the Services.
9. Rights Reserved. The Company reserves the right to refuse service, terminate your account or your access to the Services or features of the Website or the App for any reason, or no reason, in its sole discretion, including, without limitation, if the Company believes that your conduct violates applicable law or is harmful to the interests of the Company.
10. Links to Other Websites. THE COMPANY MAY PROVIDE LINKS TO THIRD-PARTY WEBSITES. THE COMPANY IS NOT RESPONSIBLE FOR THE CONTENT OF LINKED THIRD-PARTY WEBSITES, AND DOES NOT MAKE ANY REPRESENTATIONS REGARDING THEIR CONTENT OR ACCURACY. YOUR USE OF THIRD-PARTY WEBSITES IS AT YOUR OWN RISK AND SUBJECT TO THE TERMS AND CONDITIONS FOR SUCH WEBSITES. THE COMPANY SHALL HAVE NO LIABLITY WHATSOEVER WITH RESPECT TO ANY LIABILITIES THAT YOU MAY INCUR WITH ANY OF THESE THIRD-PARTY WEBSITES OR VENDORS. PLEASE CAREFULLY REVIEW THE TERMS AND CONDITIONS APPLICABLE TO YOUR PURCHASE OF GOODS FROM A THIRD PARTY.
11. Indemnity. You agree to defend, indemnify, and hold the Company, its officers, directors, employees, agents, licensors, advisors, and suppliers, harmless from and against any claims, actions or demands, liabilities, and settlements, including, without limitation, reasonable legal and accounting fees resulting from or alleged to result from: (i) your use of and access to the Services; or (ii) your violation of any term of these Terms and Conditions. This defense and indemnification obligation will survive these Terms and Conditions and your use of the Services.
12. General.
    1. The Company is a for-profit Delaware corporation headquartered in the State of North Carolina in the United States of America with principal offices in Raleigh, North Carolina. The Company makes no claims that the Services and the Content are appropriate or may be downloaded outside of the United States. Access to the Content may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
    2. The Company is not affiliated with or sponsored by any charitable organization or the National Football League, the National Hockey League, the National Basketball Association, Major League Baseball, the NCAA, or any other professional, collegiate, or amateur sports or athletic league.
    3. The following provisions survive the expiration or termination of these Terms and Conditions for any reason whatsoever: Liability, Submissions, Rights Reserved, Indemnity, Jurisdiction, and Complete Agreement.
13. Jurisdiction.
    1. You expressly agree that exclusive jurisdiction for any dispute with the Company, or in any way relating to your use of the Services, resides in the courts of Wake County, North Carolina, and you further agree and expressly consent to the exercise of personal jurisdiction of such courts in connection with any such dispute including any claim involving the Company or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers, and content providers.
    2. These Terms and Conditions are governed by the internal substantive laws of the State of North Carolina, without respect to its conflict of laws principles. If any provision of these Terms and Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms and Conditions, which shall remain in full force and effect. No waiver of any of these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
14. Complete Agreement. These Terms and Conditions and the Company’s Privacy Policy constitute the entire agreement between you and the Company with respect to the use of the Services and Content.

Thank you for your cooperation. Questions or comments regarding the Services should be submitted to goodbookey@carimus.com.