Terms



Last Updated:August 2020


This document sets out contractual terms for your participation in the Good Businesses Fight COVID-19. The terms are legally binding on you, so it’s important that you read and understand them.

Below are the general terms that apply to all users of the Good Businesses Fight COVID-19 together with its sites, applications, services, and tools ("GBFC"). All of the terms stated in these Terms of Service, together with GBFC Privacy Policy constitute the “Agreement” between you and GBFC. GBFC may change the terms of the Agreement from time to time.

As stated on the GBFC site, when you click the appropriate button to continue with your registration or activity, that action will constitute acceptance of the Agreement. If you have any questions for us concerning the Agreement or GBFC generally, please contact us at support@carverai.com.


General Terms



Registration and Verification

When you sign up for various services offered by GBFC, you will be asked to provide certain information about yourself (e.g. information concerning your company detail, your company address, profile, etc.). You promise that any information you provide to GBFC will be complete and accurate. GBFC may use third party services to verify the information you provide to us and to obtain additional related information and corrections where applicable and you hereby authorize GBFC to request, receive, use and store such information for a reasonable period of time. GBFC may, at its discretion, accept or reject your registration application.


Continuing Obligation to Update Information

You promise to update the information you have provided to GBFC in the event of any changes to your company or contact information, specifically with respect to your contact information. GBFC may deliver notices to you at the most recent email and billing address provided by you, and those notices will be considered valid even if you no longer maintain the email account or receive mail at that billing address. Also, you are and will be solely responsible for all the activity that occurs through your account, so please keep your password and account information secure. GBFC may use and share your information as described in our Privacy Policy.


Your Commitments

You agree that you will always use GBFC in compliance with the terms of this Agreement and any other policies and standards provided to you by GBFC. You promise GBFC that you have the legal right to enter into this Agreement and to use GBFC. You promise that your activities with GBFC won’t violate anyone else’s rights. You also agree to comply with all applicable laws and regulations.


Indemnity and Insurance

With respect to insurance that User is required to obtain pursuant to the business liability insurance to the level required by the user of services, prior to beginning work. Documentation of such coverage will be provided on GBFC upon request.

To the greatest extent permitted by law, you will indemnify, defend and hold harmless the User, from whom you are user, GBFC and its affiliates, directors, employees, investors, and assigns (the “indemnitees”) from all claims, demands, losses, costs, damages, liabilities, settlements, judgments, awards, causes of actions, fines, or penalties (including without limitation, expert and attorneys’ fees) directly or indirectly arising out of User’s access to the platform, use of the platform, providing services to a user identified through GBFC outside of the platform is a, User’s violation of this Agreement. This provision shall survive completion of any Service and shall continue in effect notwithstanding the termination or breach of any agreements between or among GBFC and any Users.


Termination

You may discontinue your use of GBFC at any time and GBFC may terminate your access to the GBFC SAAS Platform at any time for any reason or no reason. Termination of access to the GBFC will not release either party from any obligations incurred prior to the termination and GBFC may retain and continue to use, for its own internal purposes, any information previously provided by you. Termination of this Agreement will not have any effect on the disclaimers, waivers, or liability limitations provided under this Agreement and all those terms will survive any termination of this Agreement.


Disclaimer of Warranty and Limitation of Liability

This Agreement describes all of GBFC obligations in the event of any loss or damage resulting from your participation in the GBFC platform In order to disclaim warranties and to provide for certain limitations on our liability, we are required to provide the following information in this format:

GBFC PROVIDES A SAAS PLATFORM THAT FACILITATES BUSINESSES AFFECTED BY COVID-19 CAPTURING EMPLOYEE AND CUSTOMERS DATA FOR CONTACT TRACING.

IN ADDITION, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GBFC (including its subsidiaries and affiliates, officers, directors, agents and employees) IS NOT LIABLE, AND YOU AGREE NOT TO HOLD US RESPONSIBLE, FOR ANY LOSSES (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, incidental, or consequential damages).

Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you. Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to the greater of (a) any amounts due up to the price the item sold for on GBFC (including any applicable sales tax) and its original shipping costs, (b) the amount of fees in dispute not to exceed the total fees, which you paid to GBFC the 12 months prior to the action giving rise to the liability, or (c) $100.


No Agency

GBFC does not intend to appoint you or any other member as its employee, legal agent or to form any kind of legal partnership or joint venture. You are not authorized to make any commitments on behalf of GBFC and GBFC will not make commitments on your behalf unless expressly stated in this Agreement.


Legal Disputes

You and GBFC agree that any claim or dispute at law or equity that has arisen or may arise between us relating to GBFC Terms will be resolved in accordance with the provisions set forth in this Agreement.


Applicable Law

You agree that the laws of the District of Columbia, without regard to principles of conflict of laws, will govern the User Agreement and any claim or dispute that has arisen or may arise between you and GBFC, except as otherwise stated in the Agreement.


Severability

If an arbitrator or court decides that any part of this Agreement is invalid or unenforceable, the other parts of this Agreement shall still apply.


No License

GBFC contains copyrighted material, trademarks, and other proprietary information, all of which is individually and collectively protected by copyrights laws and other intellectual property laws in the United States and internationally. Except as part of the intended use of GBFC, you must not copy, distribute, make available, publicly perform, display or create any work based on such content, or exploit such content in any way, in whole or in part. Except for content provided by users through GBFC, all of the content presented through GBFC is owned by GBFC and its licensors. All rights are hereby expressly reserved.


Non-Compete

While using GBFC and for a period of one (1) year after termination of use, User shall not (a) call on, solicit, or assist others in soliciting any Customer to which User provided services through GBFC for the purposes of providing any product or service competitive with the products or services that were provided through GBFC or (b) advise any Customer to cease or curtail doing business with GBFC. This clause may be waived only if service provider receives a waiver of the clause in writing from GBFC. A violation of this clause shall cause irreparable injury to GBFC and the only adequate measure of damages is a charge equivalent to the greater of the previous contract executed between the company and customer.


General

This Agreement states the entire understanding between you and GBFC concerning your participation in the GBFC platform and supersedes any earlier verbal or written communications between us. You may not delegate your legal obligations or transfer any of your rights in whole or in part to any third party without advance written consent of the GBFC.