Terms of Service

Last Updated: September 15th, 2018

These Terms of Use (“Terms”) apply to your access to and use of the websites, mobile applications and other online products and services (collectively, the “Services”) provided by ChangeRoots, Inc. (“ChangeRoots” or “we”). By clicking to indicate your acceptance or by using our Services, you agree to these Terms, including the mandatory arbitration provision and class action waiver in Section 15. If you do not agree to these Terms, do not use our Services.

We may supply different or additional terms in relation to some of our Services, and those different or additional terms become part of your agreement with us if you use those Services. If there is a conflict between these Terms and the additional terms, the additional terms will control for that conflict.

We may make changes to these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by sending an email, providing a notice through our Services or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

1. Privacy

For information about how we collect, use, share and otherwise process information about you, please see our Privacy Policy.

2. Eligibility

You must be at least 13 years of age and a citizen or a lawful permanent resident (i.e., a green card holder) of the United States to use our Services. In addition, if you are between the ages of 13 and 18 (or between 13 and the age of legal majority under applicable law), you may only use the Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms. If you are parent or legal guardian of a user under the age of 18 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such user in relation to the Services. Our Services are not intended for use by federal government contractors and by using our Services, you represent and warrant that you are not a federal government contractor..

3. User Accounts and Account Security

You may need to register for an account to access some or all of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. Allowing others to use your account credentials or otherwise access and use your account is prohibited.

We reserve the right to reclaim usernames, including on behalf of businesses or individuals that hold legal claim, including trademark rights, in those usernames.

4. Services and Transaction Authorization

Services.
The Services empowers you to react to, approving or disapproving, politicians’, political parties’, or various organizations’ (“Politicians”) behavior using micro campaign contributions. The Services enable you to express support or disagreement with the activities of Politicians as reported via various media channels. Each time that you express support or disagreement with a newsfeed item featured on the Services by liking or disliking the newsfeed item (“Engagement”), you pledge $0.25 to the political campaign committee or non-profit organization (“Campaign”) that support or oppose the Politician or the particular positions on issues discussed in the newsfeed item, depending on the nature of your Engagement with the newsfeed item. When your $0.25 pledges total $10.00, the payment card you designated in your account will be charged a $10.00 contribution (“Contribution”), plus any tip amount you designated for ChangeRoots. For more information about how Contributions and tips are calculated and charged, please visit Our FAQs. This will continue as long as you continue your Engagement or until your account is terminated, or ChangeRoots is discontinued. ChangeRoots uses a third-party payment processor to facilitate your payment of the Contributions to the Campaigns. If our Services no longer supports a Campaign, which we will determine at our sole option, we will inform you of any impact such determination may have on your Contributions designated for the affected Campaign. ChangeRoots reserves the right to process, stop, or block Contributions to a Campaign at any time and for any reason in our sole discretion, with or without notice to you.

Your Contributions
If you make any Contributions via our Services, you represent and warrant that you are (a) making the decision to contribute knowingly and voluntarily, (b) using funds that you personally own or control, and (c) not using funds that are the proceeds of a gift given to you for the purpose of making political contributions.

Transaction Authorization
By agreeing to these Terms, you authorize ChangeRoots, and our service providers, to charge your designated personal credit card [or electronically debit your designated personal bank account (via an ACH transaction)] in the amount of the Contribution whenever your pledges reach the Contribution amount (and, if applicable, to correct erroneous charges or debits) until you pause your Engagement, your account is terminated, or the ChangeRoots Service is discontinued. You acknowledge that the frequency of your Contribution charges may vary depending on the frequency of your Engagement, and you waive your right to receive prior notice of the amount and date of each debit. You must only use personal payment cards issued in your name to make Contributions. Use of corporate or business payment cards,or payment cards issued to another person is prohibited.

If you believe that an error related to your ChangeRoots account has occurred (e.g., a miscalculation of your Contribution), please contact us immediately at info@changeroots.com. You must contact us within 10 of the date of the error. We may require reasonable documentation to support your claim.

5. Prohibited Conduct

You will not violate any applicable law, contract, intellectual property right or other third-party right or commit a tort, and you are solely responsible for your conduct while using our Services. You will not:

  • Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
  • Use or attempt to use another user’s account without authorization from that user and ChangeRoots;
  • Impersonate or post on behalf or any person or entity or otherwise misrepresent your affiliation with a person or entity;
  • Sell, resell or commercially use our Services;
  • Copy, reproduce, distribute, publicly perform or publicly display all or portions of our Services, except as expressly permitted by us or our licensors;
  • Modify our Services, remove any proprietary rights notices or markings, or otherwise make any derivative works based upon our Services;
  • Use our Services other than for their intended purpose and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Services or that could damage, disable, overburden or impair the functioning of our Services in any manner;
  • Reverse engineer any aspect of our Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Services;
  • Use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from our Services;
  • Develop or use any applications that interact with our Services without our prior written consent;
  • Send, distribute or post spam, unsolicited or bulk commercial electronic communications, chain letters, or pyramid schemes;
  • Bypass or ignore instructions contained in our robots.txt file; or
  • Use our Services for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.

Enforcement of this Section 4 is solely at ChangeRoots's discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances. In addition, this Section 4 does not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules.

6. Ownership; Limited License

The Services, including the text, graphics, images, photographs, videos, illustrations and other content contained therein, are owned by ChangeRoots or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services are reserved by us or our licensors. Subject to your compliance with these Terms, you are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services for your own personal, noncommercial use. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited, will terminate the license granted herein and violate our intellectual property rights.

7. Trademarks

“ChangeRoots” and our logos, our product or service names, our slogans and the look and feel of the Services are trademarks of ChangeRoots and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and ChangeRoots names or logos mentioned on the Services are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by us.

8. Feedback

You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about ChangeRoots or our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you, including, without limitation, to develop, copy, publish, or improve the Feedback in ChangeRoots’s sole discretion. You understand that ChangeRoots may treat Feedback as nonconfidential.

9. Copyright Complaints

In accordance with the Digital Millennium Copyright Act and other applicable law, if you believe that anything on our Services infringes any copyright that you own or control, you may notify ChangeRoots’s designated agent as follows:
Designated Agent: Su Ah Kim
Address: 1255 23rd St. NW, Suite 510 Washington, DC 20037
Telephone Number: 908-510-2787
E-Mail Address: suah@changeroots.com

Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Services is infringing, you may be liable to ChangeRoots for certain costs and damages.

10. Third-Party Content

We may provide information about third-party products, services, activities or events, or we may allow third parties to make their content and information available on or through the Services (collectively, “Third-Party Content”). We provide Third-Party Content as a service to those interested in such content. Your dealings or correspondence with third parties and your use of or interaction with any Third-Party Content are solely between you and the third party. ChangeRoots does not control or endorse, and makes no representations or warranties regarding, any Third-Party Content, and your access to and use of such Third-Party Content is at your own risk.

11. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless ChangeRoots and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “ChangeRoots Parties” from and against any losses, liabilities, claims, demands, damages, expenses or costs “Claims” arising out of or related to (a) your access to or use of the Services; (b) your or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to promptly notify ChangeRoots Parties of any third-party Claims, cooperate with ChangeRoots Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys' fees). You also agree that the ChangeRoots Parties will have control of the defense or settlement, at ChangeRoots's sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and ChangeRoots or the other ChangeRoots Parties.

12. Disclaimers

Your use of our Services is at your sole risk. Except as otherwise provided in a writing by us, our Services and any content therein are provided “as is” and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, ChangeRoots does not represent or warrant that our Services are accurate, complete, reliable, current or error-free. While ChangeRoots attempts to make your use of our Services and any content therein safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the Services.

13. Limitation of Liability

To the fullest extent permitted by applicable law, ChangeRoots and the other ChangeRoots Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if ChangeRoots or the other ChangeRoots Parties have been advised of the possibility of such damages.

The total liability of ChangeRoots and the other ChangeRoots Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the lesser of the amount you have paid us to use our Services in the twelve (12) months prior to the claim or $100.

The limitations set forth in this Section 12 will not limit or exclude liability for the gross negligence, fraud or intentional misconduct of ChangeRoots or the other ChangeRoots Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.

14. Release

To the fullest extent permitted by applicable law, you release ChangeRoots and the other ChangeRoots Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to acts or omissions of third parties or disputes between users. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “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.”

15. Transfer and Processing Data

In order for us to provide our Services, you agree that we may process, transfer and store information about you in the United States and other countries, where you may not have the same rights and protections as you do under local law.

16. Dispute Resolution; Binding Arbitration

Please read the following section carefully because it requires you to arbitrate certain disputes and claims with ChangeRoots and limits the manner in which you can seek relief from us, unless you opt out of arbitration by following the instructions set forth below. No class or representative actions or arbitrations are allowed under this arbitration agreement. In addition, arbitration precludes you from suing in court or having a jury trial.

No Representative Actions. You and ChangeRoots agree that any dispute arising out of or related to these Terms or our Services is personal to you and ChangeRoots and that any dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

Arbitration of Disputes. Except for small claims disputes in which you or ChangeRoots seeks to bring an individual action in small claims court located in the county of your billing address or disputes in which you or ChangeRoots seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and ChangeRoots waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, for any dispute or claim that you have against ChangeRoots or relating in any way to the Services, you agree to first contact ChangeRoots and attempt to resolve the claim informally by sending a written notice of your claim (“Notice”) to ChangeRoots by email at info@changeroots.com. The Notice must (a) include your name, residence address, email address, and telephone number; (b) describe the nature and basis of the claim; and (c) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and ChangeRoots cannot reach an agreement to resolve the claim within thirty (30) days after such Notice is received, then either party may submit the dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in New Castle County, Delaware, or may be conducted telephonically or via video conference for disputes alleging damages less than USD$5,000, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). The most recent version of the JAMS Rules is available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.

You and ChangeRoots agree that these Terms affect interstate commerce and that the enforceability of this Section 15 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

The arbitrator, ChangeRoots, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including, but not limited to, all information gathered, prepared and presented for purposes of the arbitration or related to the dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

You and ChangeRoots agree that for any arbitration you initiate, you will pay the filing fee and ChangeRoots will pay the remaining JAMS fees and costs. For any arbitration initiated by ChangeRoots, ChangeRoots will pay all JAMS fees and costs. You and ChangeRoots agree that the state or federal courts of the State of Delaware and the United States sitting in New Castle County, Delaware have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and ChangeRoots will not have the right to assert the claim.

You have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 15 by notifying us via email at info@changeroots.com. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 16.

If any portion of this Section 15 is found to be unenforceable or unlawful for any reason, (a) the unenforceable or unlawful provision shall be severed from these Terms; (b) severance of the unenforceable or unlawful provision shall have no impact whatsoever on the remainder of this Section 15 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 15; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 15 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 15 will be enforceable.

17. Governing Law and Venue

Any dispute arising from these Terms and your use of the Services will be governed by and construed and enforced in accordance with the laws of Delaware, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of Delaware and the United States, respectively, sitting in New Castle County, Delaware.

18. Modifying and Terminating our Services

We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.

19. Severability

If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

20. Miscellaneous

The failure of ChangeRoots to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically. Under California Civil Code Section 1789.3, California consumers are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at 1 (800) 952-5210.

21. Questions

If you have any questions about these Terms or our Services, please contact us at info@changeroots.com.