The purpose of these terms of use agreement (hereafter, “Agreement”) is to set forth mutual understanding and agreement pursuant to which you, a visitor of the herein defined website (hereafter, “You” or “Your”) utilize the website “youthpassionproject.org” (hereafter, “Website”) which is owned and operated by the Youth Passion Project Inc., a Delaware Nonprofit Corporation with Section 501(c)(3) tax exempt status (hereafter, “The Project”).

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You agree and understand that the usage of this Website and any other website managed by The Project constitutes your agreement to this Agreement, including, but not limited to The Project’s Privacy Policy as amended from time to time. You are free to refuse to use this Website if you do not agree to this Agreement or if your jurisdiction will not honor this Agreement. “You” means both any entity or individual who is Your employer for whom You act as agent and the Website visitor individually. Persons who are under the age of majority in their jurisdiction are not permitted to use this Website unless their parent or legal guardian has agreed to this Agreement on their behalf.

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This Website contains a variety of information, including, but not limited to: information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials that You upload, post, or otherwise provide in connection with the Website (hereafter, “Content”). Much of the Content of the Website is not available for downloading, such as The Project’s copyrighted works that The Project does not distribute or works of other that The Project is not permitted to distribute. However, The Project may also have Content that, if so designated, may be permitted to be downloaded by You pursuant to this Agreement (hereafter, “Available Content”). YOU MAY REVIEW DOWNLOAD, COPY, DISTRIBUTE, AND USE THE AVAILABLE CONTENT SOLELY FOR THE PURPOSE OF FURTHERING YOUR MISSION IN THE ORDINARY COURSE OF YOUR GOVERNMENTAL OR CHARITABLE PURPOSE AND ATTENDANT OPERATIONS. YOU MAY NOT SELL THE AVAILABLE CONTENT OR OTHERWISE DISTRIBUTE IT FOR A FEE. YOU WILL NOT USE OR DISCLOSE IT OR THE SITE TO ANY THIRD PARTIES EXCEPT AS EXPRESSLY PERMITTED BY THIS AGREEMENT.

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This Website is controlled by The Project from within the United States of America. If You choose to access this Website from locations outside of the United States of America, You do so at Your own risk and You are responsible for compliance with any local laws. You may not use or export anything (including information) from this Website in violation of U.S. export laws, regulations, or this Agreement.

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For some areas of the Website, You may have to complete a registration process or create a profile for use in applying for something (e.g., a job or a grant). Completion of the process will usually create an account with a user name and password or other identifier which You agree to guard as confidential information. If You are careless with it, others may be able to access the information. You agree to provide accurate, current and complete information at all times. You also agree that You will review, maintain, correct, and update such information in a timely manner to maintain its accuracy and completeness by using the means allowed for the relevant information or, when appropriate, by contacting The Project. If You provide (or The Project has reasonable grounds to believe that You provided) any information that is inaccurate, not current, or incomplete, The Project may suspend or terminate Your access, application, grant or participation in a program, in addition to exercising all rights and remedies allowed by law.

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You agree that all uses of the identifier established for You during a registration or similar process will be attributed to and legally bind You and may be relied upon by The Project and any agents, affiliates, and other third parties with whom The Project works with in order to provide the Website, Content, services or pursue our mission (including but not limited to The Project and its respective affiliates, officers, employees and agents) (collectively "Third Parties"), as being a use made by You, even if someone else used Your identifier.

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Sometimes You may wish to provide Content, such as by uploading a video or information, or submitting comments in a chat room. When You provide Content, You: represent and warrant that the Content is (a) wholly Your original work, or (b) that You have all necessary right, title, interest and licenses to upload it and make it available to The Project and other users for download, distribution and use under these Terms without (i) violation (by You, The Project, Third Parties, users, or anyone else) of any applicable license, restriction or law, or (ii) a potentially adverse consequence to The Project, Third Parties, users, or anyone else that you have not conspicuously disclosed in the Content. As used here, "adverse consequence," means a restriction governing the Content which could be triggered if The Project or others exercise a right under the license You grant below and which imposes an obligation, liability or impairment of rights on The Project or others that was not conspicuously disclosed by You before exercise of a right. To disclose an adverse action, You agree to conspicuously place on or in the Content notice that adverse actions can result and that you may be contacted at the email address and telephone number in the notice to obtain your full disclosure of applicable licenses and restrictions applicable to the Content; grant The Project, its affiliates, Third Parties sub-licensees and successors and assigns, and each Website user who downloads the Content under this Agreement, a perpetual, nonexclusive, worldwide, royalty-free, fully paid up, irrevocable license to (i) use, copy, distribute, modify and create derivative works from the Content; (ii) publicly perform or display, license and distribute copies of the Content, modified Content and derivative works of the Content; and (iii) sublicense to third parties the foregoing rights, including the right to sublicense to further third parties, as necessary or advisable (as determine by The Project or other licensed person in its sole discretion) to allow The Project or other licensed person to fulfill its charitable or governmental mission, to further its related operations, and to create, advertise, operate and manage the Website.

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In addition to the rights above, You acknowledge and agree that The Project may keep Content indefinitely and disclose it for any purpose, including but not limited to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any Content violates the rights of third parties; or (d) without undertaking a duty to do so, protect the rights, property, or personal safety of The Project, its users and the public. You agree not to upload, post or otherwise transmit through the Website any Content or any other materials whatsoever that are or could appear to: (i) be defamatory, obscene, invasive to another person's privacy or protected data, or tortious; (ii) be infringing upon anyone's intellectual property rights, including any patent, trademark, trade secret, copyright, or right of publicity; (iii) contain any software viruses or any other harmful computer code, files, or programs, including any designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; and (iv) in violation of any applicable license, law or contractual or fiduciary duty or provision (including by exercise of the rights you grant to The Project above).

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The Project anticipates that substantial Content or even assistance will be made available to You and others through the Website or otherwise. Content may be outdated or contain typographical errors, inaccuracies, omissions, or problematic or defective functionality, and assistance (such as The Project’s help with a report you are obligated to make) will need Your review. YOU AGREE NOT TO RELY ON CONTENT OR ASSISTANCE AND TO DETERMINE ALL RELEVANT FACTORS ON YOUR OWN, INCLUDING (WITHOUT LIMITATION) ACCURACY, FUNCTIONALITY, QUALITY, RELIABILITY AND OTHER RELEVANT FACTORS. The Project reserves the right to monitor and exercise all of its rights, and also to modify or remove any Content or assistance at any time, but do not undertake any duty to do so. Any opinions, advice, statements, assistance, services, offers, or information expressed or made available by third parties, including users, are those of the respective author(s) or distributor(s) and not of The Project.

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The Website is provided as is and when available, and The Project may change all Content, functionality and services in our discretion at any time. The Project may also do this for particular activities even if You have started to participate. This Website, including the Content, is protected by intellectual property laws and You agree to respect them. All rights not expressly granted to You are reserved. It is The Project’s policy to terminate in appropriate circumstances any (if any) account or right of access for repeated infringement, and The Project also reserves the right to terminate for even one infringement.

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You agree to indemnify, defend and hold harmless The Project and Third Parties, from and against any and all losses, damage, liability and costs of every nature incurred by any of them in connection with any claim, damage or loss related to or arising out of: the Content, use of the Website or related sites, any assistance or services provided by us or Third Parties, any alleged unauthorized use of the Site, or any breach or alleged breach by You of this Agreement. You agree to cooperate fully in the defense of any of the foregoing. The Project reserves the right, at its own expense, to control exclusively the defense of any matter otherwise subject to indemnification by You and You will not settle any matter without the consent of The Project in a non-electronic record. Your obligation to indemnify, defend and hold harmless shall be limited to the extent that You are afforded sovereign immunity under applicable federal, state or local laws. In such cases where Your obligation to indemnify may be limited due to the requirements of federal, state or local laws, You shall be responsible for the ordinary negligent acts and omissions of Your agents and employees causing harm to persons not a party to this agreement.

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THE WEBSITE AND ALL CONTENT (regardless of who generates it), WEBSITE FUNCTIONALITY, ASSISTANCE AND SERVICES PROVIDED BY WEBSITE, THE PROJECT OR THIRD PARTIES (collectively, "COMPLETE SITE") ARE SUBJECT TO CHANGE AND PROVIDED BY THE PROJECT OR THIRD PARTIES "AS IS" WITHOUT ANY WARRANTY OR CONDITION, AND WITHOUT THE UNDERTAKING OF ANY DUTY, OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY DUTY (IF ANY) OF WORKMANLIKE EFFORT OR LACK OF NEGLIGENCE. THE COMPLETE SITE IS PROVIDED: (1) WITH ALL FAULTS AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU; AND (2) WITHOUT ANY ASSURANCE, OR WARRANTY, CONDITION OR DUTY OF OR REGARDING: FUNCTIONALITY; PRIVACY; SECURITY; ACCURACY; AVAILABILITY; LACK OF: NEGLIGENCE, INTERRUPTION, VIRUSES OR OF OTHER HARMFUL CODE, COMPONENTS OR TRANSMISSIONS; OR THE NATURE OR CONSEQUENCES OF AVAILABLE CONTENT SUCH AS (WITHOUT LIMITATION) WHETHER SOFTWARE OR OTHER CONTENT IS SUBJECT TO ANY PARTICULAR LICENSE, OR WHETHER IT IS SUBJECT TO ANY RESTRICTIONS OR CONSEQUENCES THAT MIGHT BE TRIGGERED BY ANY EXERCISE OF A RIGHT GRANTED UNDER THESE TERMS. ALSO, THERE IS NO WARRANTY BY THE PROJECT OR THIRD PARTIES OF TITLE OR AGAINST INFRINGEMENT OR INTERFERENCE WITH ENJOYMENT OF ANY ASPECT OF THE COMPLETE SITE. YOU AGREE THAT YOU WILL OBTAIN (INCLUDING THROUGH DOWNLOAD) ANY CONTENT ENTIRELY AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING INFRINGEMENT, BREACH OF CONTRACT, CONSEQUENCE OR DAMAGE, INCLUDING (WITHOUT LIMITATION) TO YOUR COMPUTER SYSTEM OR LOSS OF DATA. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS AS SPECIFIED HERE AND, TO THE LEAST EXTENT AS ALLOWED BY LAW, SUCH EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. 

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TO THE FULL EXTENT ALLOWED BY LAW, YOU AGREE THAT NEITHER THE PROJECT NOR ANY OF THE THIRD PARTIES, WILL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, DAMAGES FOR LOST PROFITS, FOR LOSS OF PRIVACY OR SECURITY, FOR LOSS OF REPUTATION, FOR FAILURE TO MEET ANY DUTY (INCLUDING WITHOUT LIMITATION ANY DUTY OF GOOD FAITH OR LACK OF NEGLIGENCE OR OF WORKMANLIKE EFFORT), OR FOR ANY OTHER SIMILAR DAMAGES WHATSOEVER THAT ARISE OUT OF OR ARE RELATED TO ANY ASPECT OF THE COMPLETE SITE OR TO ANY BREACH OF THESE TERMS (INCLUDING WITHOUT LIMITATION, THE PRIVACY NOTICE), EVEN IF WE OR A THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCTS LIABILITY OR MISREPRESENTATION.

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YOU AGREE THAT YOUR EXCLUSIVE REMEDY FOR ANY BREACH OF THESE TERMS (INCLUDING WITHOUT LIMITATION, THE PRIVACY NOTICE) AND FOR ANY AGGREGATE DAMAGES DUE YOU (OR OTHERS RELATED TO YOU) BY THE PROJECT OR ANY OF THE THIRD PARTIES FOR ANY REASON RELATING TO ANY PART OF THE COMPLETE WEBSITE, WILL BE AT THE PROJECT’S OPTION: (A) SUBSTITUTION, CORRECTION OR REPLACEMENT OF ALL OR PART OF THE CONTENT OR SERVICE CAUSING YOUR DAMAGE (IF ANY); OR (B) THE AMOUNT OF YOUR DAMAGES THAT ARE NOT EXCLUDED IN THE PRECEDING SECTION AND WHICH YOU ACTUALLY INCUR IN REASONABLE RELIANCE, WHICH AMOUNT WILL BE THE LESSER OF THE AMOUNT YOU ACTUALLY PAID US FOR THE ITEM CAUSING THE DAMAGE (IF ANY) OR THE AMOUNT OF SAID DAMAGES SO INCURRED. The damage exclusions and limitations in this Agreement are independent and will apply even if any remedy fails of its essential purpose. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY AS SPECIFIED IN THIS SECTIONAND, TO THE LEAST EXTENT AS ALLOWED BY LAW, SUCH EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

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This Website may contain links to Web sites of third parties. The Project provides these links as a convenience, but does not endorse the linked site or anything on it. While their information, products, services and information may be helpful to You, they are independent entities and The Project does not control or endorse them. You agree that any visits to linked sites are at Your own risk and governed by their privacy notices, statements, or policies (if any). You are not permitted to link or shortcut to this Website from Your Web site, blog or similar application, without obtaining prior written permission from The Project.

 

This Agreement and Your use of the Website are governed by the laws of the State of Delaware, U.S.A., without regard to its choice of law provisions, except where You are required by published governmental law, ordinance, regulation, directive, order, or the like (collectively, "Mandate") to contract for application of the law of your local jurisdiction. You hereby consent to exclusive jurisdiction of a state or federal court of general jurisdiction sitting in Kent County, Delaware, U.S.A. except to the extent you are prohibited from doing so by a Mandate.

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You have no continuing right to use the Website and The Project may deny or suspend access, or terminate or cancel this Agreement with or without cause and at any time and without prior notice. The Project may give notice of termination or cancellation in the same way that The Project may provide other notices. Termination or cancellation will not eliminate the surviving provisions of these Terms (see "Entire Agreement; Miscellaneous") and You will still be liable for obligations incurred before the agreement or access ended.

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This Agreement, including the Privacy Policy, Amendments and any: (a) notices, terms and items incorporated into any of them; (b) additional terms and conditions contained on the Website for particular activities or Content; and (c) The Project’s disclosures and Your consents provided on or in connection with the Website or any Content, service or other activity; constitute the entire agreement between you and The Project regarding the Complete Website or the subject matter of the foregoing (collectively, "Entire Agreement"). If any provision of the Entire Agreement is found by a court of competent jurisdiction to be invalid, its remaining provisions will remain in full force and effect, provided that the allocation of risks described herein is given effect to the fullest extent possible. The foregoing does not impair the enforceability of additional agreements you enter into such as an agreement for a grant.

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The Project’s failure to act with respect to a breach by You does not waive The Project’s right to act with respect to subsequent or similar breaches. Time is of the essence of the Entire Agreement and there are no third party beneficiaries of it. You may print or make an electronic copy of the Entire Agreement for your official records; to the extent required by law, The Project hereby instructs you to do so. You may not assign this Agreement or any of Your rights or obligations under this Agreement without the prior written consent of The Project.

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The Project and each of the Third Parties may deal with You electronically now and in the future in their respective discretion during the entire course of activities pursued with you (e.g., applying for, obtaining, implementing, terminating and enforcing a grant, or anything else), including but not limited to having You electronically sign documents and receive electronic notices. The Project and each of the Third Parties also reserves the right to deal nonelectronically and to require You to do so.

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The Project will not give, sell, or otherwise transfer addresses maintained by it to any other party for the purposes of initiating, or enabling others to initiate, electronic mail messages except as authorized by law or appropriate personnel or policies of The Project. Except for parties authorized to have such addresses, persons may violate federal law if they: (1) initiate the transmission to our computers or devices of a commercial electronic mail message (as defined in the U.S. "CANSPAM Act of 2003") that does not meet the message transmission requirements of that act; or (2) assist in the origination of such messages through the provision or selection of addresses to which the messages will be transmitted.

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The trademarks used in the Site are owned by (1) The Project or (2) their respective trademark owners, and are either trademarks or registered trademarks of The Project. The names of actual companies and products mentioned in the Website may be the trademarks of their respective owners. You may not use any of the above or other trademarks displayed on this Website or in any Content. All rights are reserved.

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Copyright 2021 Youth Passion Project and/or its affiliates and suppliers. All rights reserved. All Services provided on the Website and any services or Content provided on any related site owned, operated, licensed or controlled by The Project or any of its units or affiliated entities (collectively, "Group"), are subject to intellectual property rights, contractual and other protections. The intellectual property rights are owned by The Project or others in the Group or their licensors (which may include You). Except for Available Content or Content that You own, no Content may be copied, distributed, republished, uploaded, posted or transmitted in any way except pursuant to the express provisions of this Agreement or with the prior non-electronic consent of The Project or its designee. Modification or use of the Available Content for any other purpose may violate intellectual property rights. No title to copies or to intellectual property rights are transferred to users—all title and rights remain with The Project or others in the Group.

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The Project does not believe that the Website contains materials that would typically be the subject of filtering software. Nevertheless, all users are hereby informed that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist in limiting access to material that is harmful to minors. A report detailing some of those protections can be found at Children's Internet Protection Act: Report on the Effectiveness of Internet Protection Measures and Safety Policies.