Updated August 2020
The App is offered subject to your acceptance without modification of this Agreement. By accessing or using the App, you agree to be bound by all of the terms and conditions of this Agreement as such terms and conditions may be modified by us from time to time in our sole discretion. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT WITHOUT MODIFICATION, THEN YOU ARE NOT AUTHORIZED TO ACCESS OR USE THE APP.
We may modify this Agreement from time to time. You understand and agree that your access to or use of the App is governed by the terms and conditions of this Agreement effective at the time of your access to or use of the App. If we make material changes to this Agreement, we will notify by email, by posting notice on the App, and/or by other method prior to the effective date of the changes. We will also indicate at the bottom of this Agreement the date that such changes were last made. You should revisit this Agreement on a regular basis as revised versions will be binding on you. You understand and agree that your continued access to or use of the App following the effective date of any changes to this Agreement represents your acceptance of such changes.
To access and use the App, you must be 18 years of age or older and have the requisite power and authority to enter into this Agreement.
You must create an account to use the App either through the App or through our website, which is accessible at https://missionassetfund.org/. When you create an account, you agree to submit accurate and complete information and to update such information as required from time to time. You will be asked to select a personal, non-transferable password when you create an account. If you submit a request for a lost or forgotten username or password, you may be asked to provide information that we will use to confirm your identity. You are solely responsible for all activities or actions that occur in connection with your password-protected account. You are responsible for maintaining the confidentiality of your account password and agree not to disclose your password to any third party. You agree to notify us immediately of any unauthorized use of your password or account or any other breach of security that is known or suspected by you. You agree that we may send to you in electronic form any notices or other communications regarding the App and such electronic form will satisfy any legal requirements with respect to communications or notice.
We hereby grant you a limited, personal, non-exclusive, non-transferable, non-assignable, non-sublicensable, and revocable right to install and use the App in accordance with this Agreement. We retain all right, title, and interest in the App and you obtain no rights to the App except to use it in accordance with this Agreement. You must not: (a) copy, redistribute, publish, reverse engineer, decompile, disassemble, modify, translate or make any attempt to access or use the source code of the App; (b) sell, assign, sublicense, transfer, distribute, lease or grant a security interest in the App; (c) reproduce, duplicate, copy, sell, resell, or exploit for commercial purposes any portion of the App; or (d) use the App in a manner prohibited by applicable laws or this Agreement.
All content and other materials available at or through the App, including without limitation trademarks, service marks, trade names, images, audio, text, software, designs and the “look and feel” of the App (collectively, “App Content”) are the exclusive property of us and our licensors. App Content is protected by copyright, trademark, and other intellectual property laws of the United States and foreign countries. You may not copy, reproduce, modify or prepare derivative works based upon, distribute, republish, display, sell, transfer, post, publicly display, publicly perform, transmit, or otherwise use App Content in any form or by any means, including without limitation electronic, mechanical, photocopy, record or otherwise, without our express written consent.
We are pleased to hear from our customers and welcome feedback on the App. However, if you send us any ideas, suggestions, drawings, graphics, innovations, concepts, recommendations, or similar materials (“Submissions”) you agree that the Submissions are not confidential. You hereby assign such Submissions to us without compensation (or the expectation of compensation) and agree that we may disclose, reproduce, republish, modify, distribute, display, perform, transmit, sell, or otherwise use your Submissions for commercial or non-commercial purposes with no compensation to you. For any Submissions that cannot be legally assigned to us, you hereby grant us an unrestricted, perpetual, royalty-free, irrevocable and worldwide license to reproduce, republish, modify, distribute, display, perform, transmit, sell, or otherwise use your Submissions for commercial or non-commercial purposes with no compensation to you.
You agree to abide by all applicable laws and not to (a) upload, transmit, post, email, or otherwise make available to the App any material in any format that (i) is false, inaccurate, misleading, fraudulent, unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, invasive of another’s privacy, or libelous; (ii) infringes any third party’s intellectual property or other proprietary right or rights of publicity or privacy; or (iii) contains viruses, worms, Trojan horses, time bombs, corrupted files, or any other software or programs designed to interrupt, interfere, intercept, expropriate, destroy or limit the functionality of the App or any computer software or hardware or equipment associated with the App; (b) alter, remove, or falsify any attributions or other proprietary designations of origin or source of the App or App Content; (c) impersonate any person or entity, including, but not limited to, our employees or officers, or falsely state or otherwise misrepresent your affiliation with any person or entity; (d) attempt, through any means, to gain unauthorized access to the App or another person’s account or information on or through the App; (e) use any robot, scraper, spider, or any other automatic device or manual process to monitor or copy the App or any App Content without our prior express written permission; (f) take any action that imposes an unreasonable or disproportionately large load on the App; (g) take any action that creates liability for us or causes us to lose any of the services of our business partners, vendors or suppliers; or (h) take any action that would cause us to violate any applicable law, statute, ordinance or regulation, or that violates this Agreement.
YOU AGREE THAT USE OF THE APP, AND ANY DEVICES YOU CONNECT TO THE APP OR MOBILE DEVICES YOU USE IN CONNECTION WITH THE APP, IS AT YOUR SOLE RISK. THE APP IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, TITLE, QUIET ENJOYMENT, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR AT OR THROUGH THE APP SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO WARRANTY THAT THE APP WILL MEET YOUR REQUIREMENTS, BE ACCURATE, COMPLETE, CURRENT OR TIMELY, UNINTERRUPTED, SECURE, OR ERROR FREE.
WE DO NOT WARRANT THAT THE APP IS FREE OF DEFECTS, VIRUSES, MALFUNCTIONS, OR HARMFUL COMPONENTS THAT COULD DAMAGE OR ALLOW UNAUTHORIZED ACCESS TO YOUR DEVICE OR DATA.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE ARE NOT RESPONSIBLE FOR ANY LOSS OR DAMAGE CAUSED, OR ALLEGED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE INFORMATION OR IDEAS CONTAINED, SUGGESTED OR REFERENCED AT OR THROUGH THE APP OR BY YOUR RELIANCE ON SUCH INFORMATION OR IDEAS.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR OUR AFFILIATES OR OUR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, OR REPRESENTATIVES (OR THEIR RESPECTIVE SUCCESSORS AND ASSIGNS) SHALL BE LIABLE IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES RESULTING FROM THE APP OR THE USE, ATTEMPTED USE OR INABILITY TO USE THE APP, INCLUDING LOST REVENUE, LOST DATA, DAMAGED DEVICES OR OTHER INTANGIBLES, EVEN IF WE HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, YOU AGREE THAT OUR TOTAL LIABILITY FOR DAMAGES, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED THE ACTUAL TOTAL AMOUNT, IF ANY, RECEIVED BY US FROM YOU TO ACCESS THE APP OR, IF GREATER, $100. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
You agree to indemnify, hold harmless, and release us, our subsidiaries, and our respective officers, directors, members, employees, agents, representatives (and their respective successors and assigns) from and against any and all claims, damages, costs and expenses, including, but not limited to, reasonable attorney’s fees, arising from or related to: (i) your access, use, attempted use, inability to use or misuse of the App; (ii) your violation of any terms of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property or privacy right; or (iv) any claim that your use of the App caused damage to a third party.
Any controversies, claims, counterclaims, or other disputes arising between you and us relating to this Agreement or the App (each a “Claim”) shall be exclusively resolved by final and binding arbitration in San Francisco, California. The arbitration will be heard and determined by a single arbitrator and submitted for binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration provided for herein shall be in lieu of any civil action, and any decision resulting from such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies.
The cost of each arbitration proceeding, including without limitation the arbitrator’s compensation and expenses, meeting room charges, court reporter transcript charges and similar expenses, shall be borne by the party whom the arbitrator determines has not prevailed in such proceeding, or borne equally by the parties if the arbitrator determines that neither party has prevailed.
Notwithstanding anything in this Agreement to the contrary, a party may, at any time, seek a temporary restraining order or a preliminary injunction from any court of competent jurisdiction in the County of San Francisco, California, in order to prevent immediate and irreparable injury, loss, or damage on a provisional basis, pending the decision of the arbitrator on the ultimate merits of any Claim.
Neither you nor us may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your and/or our individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.
If any provision of this Section 13 is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this Section 13 shall continue in full force and effect. No waiver of any provision of this Section 13 will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of this Agreement. This Section 13 will survive the termination of your relationship with you and us.
THIS AGREEMENT PROVIDES THAT ALL CLAIMS BETWEEN YOU AND US WILL BE RESOLVED BY BINDING ARBITRATION. YOU THUS GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. YOUR RIGHTS WILL BE DETERMINED BY NEUTRAL ARBITRATORS AND NOT A JUDGE OR JURY.
Should a Claim arise and should the arbitration provisions herein become inapplicable or unenforceable, or in any instance of any lawsuit between you and us, the parties agree that jurisdiction over and venue of any suit shall be exclusively in the state and federal courts sitting in the County of San Francisco, California.
This Agreement represents the entire agreement and understanding between you and us regarding the use of the App, and supersedes any prior agreement between you and us on such subject matter. If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be severed from the remainder of this Agreement, which shall remain in full force and effect. No waiver of any breach or default of this Agreement shall be deemed to be a waiver of any preceding or subsequent breach or default. Our failure to insist upon or enforce strict performance of any terms in this Agreement shall not be considered a waiver of those terms or any of our rights. Except as otherwise stated in Section 9 above, nothing herein is intended, no will be deemed, to confer rights or remedies upon any third party. We reserve the right, in our sole discretion and without consent or notice, to transfer, assign, sublicense or pledge the App or this Agreement, in whole or in part, to any person or entity. You may not assign, sublicense or otherwise transfer in any manner any of your rights or obligations under this Agreement. The section headings used in this Agreement are for convenience only.
We may at any time, without notice and for any reason in our sole discretion, modify or discontinue the App or terminate or restrict your access to the App.