Terms and Conditions - Root Us On!

ROOT US ON, LLC
TERMS AND CONDITIONS

Effective March 8^th, 2021

Welcome to the Rootuson.com Site, operated by ROOT US ON, LLC (collectively, “Root Us On”, “we”, or “our”). By visiting or otherwise using this Site or any of the services it provides (collectively the “Site”) in any manner, you agree to the then posted Terms and Conditions and any applicable Additional Terms and Policies (collectively the “Terms”), to be bound by them, and acknowledge that you have read and understood them. You also acknowledge, agree and consent to our data practices as described in our Privacy Policy.

These Terms affect your legal rights, responsibilities and obligations and govern your use of the Site, are legally binding, limit Root Us On’s liability to you, require you to indemnify us and to settle certain disputes through individual arbitration. If you do not wish to be bound by these Terms, do not use the Site.

Root Us On may amend the Terms at any time in our sole discretion by posting a revised version of the Terms. Unless we make clear otherwise, access to or continued use of the Site after the effective date of the revised Terms constitutes your acceptance of the revised Terms. If we make any material change to these Terms, we will notify Users by sending an email, posting a notice through the Site, or any other place(s) appropriate.

Additional Terms and Policies

In some instances, additional or different terms and policies apply to your use of certain parts of the Site (individually and collectively the “Additional Terms”). To the extent there is a conflict between the Terms and any Additional Terms, the Additional Terms will control unless expressly state otherwise.

The following Additional Terms are incorporated into the Terms by reference.

Privacy Policy
Payment Processor Policy
Service Fee Policy
Funds Distribution Policy

1. Definitions

Capitalized terms used in the Terms are defined in this Section 1 or in the Section where they are first used.

“Root Us On”, “we”, or “our” collectively refers to Root Us On, LLC, together with its partners, affiliates, agents, representatives, consultants, employees and members.
“Terms” refers collectively to the full Root Us On Terms and Conditions of use as posted on the Site, all applicable laws, and all Additional Terms and Policies referenced.
“Additional Terms” refers collectively to the additional terms and policies that apply to your use of certain parts of the Site, referenced here and incorporated into the Terms.
“Site” refers to the Rootuson.com website, including all databases, servers, connected applications, software applications and other systems or services provided by Root Us On or its third-party providers.
“Administrator” refers to the individual who has administrative access to and password control of a Coach Account on the Site.
“Coach Account” refers to the coach administrative page, team page and all applicable information provided by an Administrator during the enrollment process on the site.
“Season” refers to the length of time the Coach Account will be active and accessible on the Site as selected by the Administrator during the enrollment process.
“Participant” refers to any individual who accepts the invitation of an Administrator and successfully registers a player account that is linked to a Coach Account hosted on the Site.
“Fundraiser” refers to any fundraiser initiated by an Administrator on the Site where Donations are collected from Fans.
“Donations” refers to any monetary or non-monetary transactions made to a Fundraiser by a Fan on the Site.
“Fans”, or “Fan” collectively refers to any user that is invited by an Administrator or Participant to take part in Fundraisers and follow Team Communications for the Season.
“Team Communications” refers to any communication initiated by the Administrators to their Fans using the tools provided on the Site.
“Payment Processing Fee” refers to the monetary amount collected by our third-party payment processor on all Donations processed during a Fundraiser.
“Service Fee” refers to the monetary amount Root Us On will collect prior to any Funds Distribution to an Administrator following the completion of a Fundraiser executed on the Site.
“Funds Distribution” refers to the process and policy by which Root Us On will distribute funds to an Administrator following the completion of a Fundraiser on the Site.
“Content” refers to all designs, materials, information, communications, text, graphics, electronic art, illustrations, artwork, audio clips, video clips, photos, images, messages, message boards, reviews, and other data or copyrightable materials, including the selection and arrangements thereof offered through the Site
“User Content” refers to any Content uploaded, transmitted or posted to the Site by any Administrator, Participant, Fan or any User
“User”, “you” or “your” collectively refers to any Administrator, Participant, Fan or any other visitor or user of the Site.

2. Description of the Root Us On Site

Root Us On is an online service provider that allows teams, coaches, clubs, organizations or Administrators to engage with their Fans using our Site. Administrators may use the Site to establish their own Coach Account, invite Participants, execute Fundraisers, collect Donations, and deliver Team Communications to their Fans from the Site. Use of the Site does not include the offer or sale of securities (as the term is defined in the Securities Act of 1933). Root Us On is not a broker-dealer or a member of the Financial Industry Regulatory Authority.

3. User Requirements and Standards

Access to the Site is contingent upon your ability to meet and abide by these User requirements and standards and your acceptance of the Terms. Root Us On reserves the right to review any request to access the Site and to deny any request for access, for any reason. Access to the Site is granted as a limited, non-exclusive, non-transferable, and revocable license for all Users subject to the Terms and the following requirements and standards:

To access the Site, Administrators and Participants are required to create an account. You agree you are fully responsible for: (i) the accuracy of the information you provide; (ii) the continued maintenance and upkeep of the information you provide.
You agree you will not impersonate anyone or violate any individual’s rights. If you do so, we may cancel your account without notice.
You are solely responsible for maintaining the confidentiality of your account and for all activities associated with or occurring under your account. If you suspect or discover any unauthorized use of your account, you agree to notify Root Us On immediately by email at support@rootuson.com. To the extent permissible under applicable law, we are not responsible for any loss or damage arising from your failure to comply with the foregoing requirements or as a result of use of your account with or without your knowledge.
You agree not to sell, trade, or otherwise transferring your Administrator, Coach or Participant Account to any other party.
You understand you may submit a request to delete your account at any time by contacting support@rootuson.com. A request will not automatically delete User Content. Root Us On may need to retain certain information as required by law or as necessary for our legitimate business purposes. All provisions of these Terms survive termination of an account, including our rights to User Content.
You acknowledge and agree that use of the internet and access to or transmissions of communications with the Site is solely at your own risk and understand that the confidentiality of any communication or material transmitted to or from the Site cannot be guaranteed.
You agree that Team Communications are only intended for Fans invited to participate by an Administrator or a Participant. You understand and agree you are not permitted to use mail lists, listservs, or any kind of autoresponder or spam on or through the Site. You may not distribute unsolicited or unauthorized communications, advertising junk mail, spam, or chain letters with the Site.
You understand and acknowledge that while Root Us On endeavors to create a secure and reliable Site, the confidentiality of any communication or material transmitted to/from the Site over the internet or any form of global communication network cannot be guaranteed.
You acknowledge, understand and agree to abide by the full list of Prohibited Activities outlined below in Section 9 of these terms.

4. Age Acknowledgement

You agree and understand that you must be 18 years or older to sign up for an account or otherwise use the Site. Minors are not permitted to use the Site. All Administrator, Coach or Participant Accounts directly or indirectly supporting a minor must be owned and operated by a parent or legal guardian where the parent has provided affirmative consent.

5. User Acknowledgement

Users hereby acknowledge and agree that access to and use of the Site does not constitute a solicitation of Donations by Root Us On. Root Us On does not engage in any solicitation activities on behalf of you, or any Administrator or beneficiary with which you may be involved. Additionally, you acknowledge and agree that while Root Us On may be available to answer your questions, we will only answer questions related to the functionality and features of the Site. During the Season you hereby agree that you shall promptly respond to any inquiries, questions, or requests for updates from Root Us On related to your use of the Site or other matter related to these Terms.

6. Administrator Acknowledgement

Administrators hereby acknowledge and agree that access to and use of the Site is contingent upon your acceptance of the Terms. When you create a Coach Account and execute a Fundraiser you understand and agree to the conditions below all collectively part of the Terms:

Root Us On, as part of the services it offers, is required to collect a Payment Processing Fee on behalf of our third-party payment processor on all Donations received and processed from Fans through the Site. Further details on our Payment Processing Policy can be found here
Administrators will be charged a Service Fee as a portion of the Donations received and processed from Fans through the Site. Further details on our Service Fee policy can be found here
Funds Distribution will be made to the Administrator following the completion of any Fundraiser. Further details on our Funds Distribution policy can be found here
Administrators should not assume that they will receive Donations made to a Fundraiser. Funds Distribution to an Administrator may be delayed, or withheld in their entirety, for a number of reasons including, but not limited to, chargeback disputes, fraud, violation of the Terms or any other policy, or any other situation where Root Us On determines that Donations should not be disbursed in their sole discretion. Root Us On may also seek reimbursement from an Administrator by any other lawful means, including the use of third-party collection services.

7. Fan Acknowledgement

Fans and Users hereby acknowledge and agree that all Donations are made voluntarily and at your sole discretion and risk. Root Us On makes no representations or warranties as to whether any portion of your donation is tax deductible as a charitable contribution. It is your responsibility to confirm if the beneficiary is a qualified organization.

When you make a Donation, you agree and accept that you will be charged the amount of the Donation after confirming and submitting payment information. You agree not to use an invalid or unauthorized credit card, debit card or other payment method. You understand and acknowledge that all Donations are final and non-refundable once the Donation has been submitted to a Fundraiser. Root Us On does not guarantee that Donations will be used as promised or that a Fundraiser will achieve a specific goal. Root Us On does not endorse, guarantee, make representations, or provide warranties for or about Fundraisers.

8. Periodic Emails and Team Communications

Root Us On will send Administrators periodic email updates, reminders and communication to the email address provided during the Coach Account setup. In addition, Participant and Fan email addresses provided to the Site may receive several email communications during the Season. Email services on the Site are provided by Sendinblue and are subject to their Terms & Conditions which can be found (here). As a User, you agree to be bound by the Sendinblue Terms & Conditions, which may be modified by Sendinblue from time to time. Root Us On reserves the right to monitor your use of the Site, including email communications, and any and all related activities associated with such use. Root Us On, in our sole discretion, at any time and without prior notice, reserves the right to suspend, restrict, disable or permanently bar your use of email communication through the Site.

9. Prohibited Activities

You hereby acknowledge, represent and warrant, that your use of the Site will not be, or alleged to be:

Unlawful, unauthorized, fraudulent or malicious in purpose.
A violation, misappropriation or infringement on the rights of any third party, including, without limitation, privacy rights, publicity rights, copyrights, trademark and/or other intellectual property rights.
Threatening, abusive, harassing, false, offensive, libelous, hateful, defamatory, racist, sexually explicit, ethnically or culturally offensive, indecent, or obscene.
an invasion or violation of another’s right of privacy or publicity.

In addition, you agree you will not:

Create a false identity for the purpose of misleading others or impersonate any person or entity.
Violate any applicable local, state, national or international law.
Modify or make derivative works based upon the platform.
Create internet “links” to the platform or “frame” or “mirror” the platform on any other server or wireless or internet-based device.
Reverse engineer or access the platform in order to; (i) design or build a competitive product or service, (ii) design or build a product using similar ideas, features, functions or graphics of the platform, or (iii) copy any ideas, features, functions or graphics from the Site.
Launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Site.
Distribute software viruses, or anything else designed to interfere with (i) the proper function of the Site (ii) the use of the Site by any other User.
Interfere with or disrupt the integrity or performance of the Site or the data contained therein or attempt to gain unauthorized access to the Site or its related systems or networks.
Use any award, gift or Funds Distributions received, directly or indirectly from Root Us On, for any illegal or unauthorized purpose.
Access or attempt to access the Site if you have been expressly prohibited from doing so.

10. Licenses

The Site provides you with the ability to upload User Content for use and display on your Coach Account, your Participant Account, or in your Fundraiser. You hereby represent and warrant that:

You own the User Content posted by you or otherwise have the rights and licenses required to use it.
You have all approvals and permissions required for posting or using the User Content.
You agree that posting and use of your User Content on or through the Site does not violate, misappropriate or infringe on the rights of any third party, including, without limitation, privacy rights, publicity rights, copyrights, trademark and/or other intellectual property rights.
You agree to pay for all royalties, fees, and any other monies owed for any User Content you post on or through the Site, on your Coach Account, your Participant Account, or in your Fundraisers.

If you are under the age of 18 you agree and understand that you are not permitted to be an Administrator or Participant or otherwise use the Site. As a User posting any User Content that includes a minor, you represent and warrant that you are the parent or guardian of that minor or that you have received verifiable consent from the minor’s parents or guardians before posting the User Content.

With respect to any User Content posted on the Site, you hereby grant Root Us On an irrevocable, royalty-free and fully-paid, non-exclusive, perpetual right and license throughout the world to transmit, reproduce, store, display and distribute the User Content, in whole or in part, for any and all purposes. You understand and agree that the appearance of any such User Content may be altered by Root Us On in its sole discretion as needed to be displayed on the Site and you agree to hold harmless Root Us On against, to release Root Us On from, and not to pursue against Root Us On, any claim that you may arise now or in the future.

11. Copyright

Except as otherwise expressly stated, all Content appearing on the Site is the copyrighted work of Root Us On or its third-party suppliers and is protected by U.S. and international copyright laws. The collection, arrangement and assembly of Content is also the exclusive property of Root Us On and is protected by U.S. and international copyright laws.

Users may download information from the Site and print out a hard copy for their personal use provided they keep intact and do not remove or alter any copyright, trademark or patent notice contained in the information. Except as otherwise expressly stated herein or otherwise permitted, you may not alter, modify, copy, distribute, transmit, display, reproduce, reuse, post, publish, license, or sell any information or Content obtained from the Stie, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of Root Us On. The use of Content, including images, by you, or anyone else authorized by you, is prohibited unless specifically permitted by Root Us On.

12. Intellectual Property and the DMAC Process.

Root Us On takes intellectual property rights seriously and follows The Digital Millennium Copyright Act (“DMCA”) system to report notices of alleged copyright infringement on the Site. Root Us On will follow the process below for any alleged issues on the Site.

1. Copyright Infringement Notice

If you believe someone is infringing your copyrighted content on the Site, under the DMCA you can contact us at support@rootuson.com with a takedown notice for that content. Before you send a takedown notice, ensure that it has all of the required elements listed below, or your complaint will not be considered to be complete. Root Us On is not required to act on incomplete DMCA notices.

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed (“Complainant”).
Identification of the copyrighted work claimed to have been infringed, or, if multiple infringed works at a single online website are covered by a single notification, a representative list of such works at that website.
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Root Us On to locate the material.
Information reasonably sufficient to permit Root Us On to contact the Complainant, including an address, telephone number, and, if available, an email address at which the Complainant may be contacted.
A statement that the Complainant has a good faith belief that use of the material in the manner complained of is not authorized by the intellectual property owner, its agent, or the law.
A statement that the information in the notification is accurate, and under penalty of perjury, that the Complainant is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Please note that a link to a Site page is insufficient information for Root Us On to identify infringing materials.

When we receive a complete DMCA takedown notice, we will review the complaint and may remove the infringing content or disable Users access to the Site or their Root Us On account. We will also forward a copy of the complaint to the User, along with the Complainant’s contact information.

2. Administrator and Participant Disputes of a DMCA Notice

If you are the Root Us On User whose material was removed (the “Respondent”) and you believe that your material has been removed or disabled by mistake or misidentification after reviewing the DMCA notice, you will have 5 business days from your receipt of the infringement notice to dispute the claims in a counter notice. You can do so by submitting a complete counter notice to support@rootuson.com. Root Us On will not act on incomplete DMCA counter notices.

A physical or electronic signature of the Respondent.
Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
A statement made under penalty of perjury that the Respondent has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material.
The name, address, and telephone number of the Respondent, and a statement that the Respondent consents to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if the Respondent’s address is outside of the United States, for any judicial district in which the Root Us On may be found, and that the Respondent will accept service of process from the Complainant or an agent of the Complainant.
If you would like to be able to remove the contested material and Root Us On has disabled your access to your Root Us On account or Fundraiser after we forward a DMCA notice to you, then we may choose, in our sole discretion, to briefly reactivate your account to allow you to remove the material. Failure to follow Root Us On’s instructions regarding reactivation may result in permanent suspension of the Respondent’s Root Us On account

13. Donations

14. Payment Processing Policy

Administrators and Users hereby acknowledge and agree that access to and use of the Site is contingent upon your acceptance of the Payment Processing Policy. When you create a Coach Account, execute a Fundraiser, or make a Donation to a Fundraiser on the Site you acknowledge, understand, and agree to the conditions below all collectively our Payment Processing Policy:

Credit card, debit card or other payment method processing (collectively the “Card Processing Services”) are provided by Stripe, Inc. and are subject to the Stripe, Inc. Connected Account Agreement, which includes the Stripe, Inc. Terms of Service (collectively, the “Stripe Services Agreement“). As a User, you agree to be bound by the Stripe Services Agreement, which may be modified by Stripe, Inc. from time to time. As a condition of Root Us On enabling the Card Processing Services through Stripe, you agree to: (i) provide Root Us On accurate and complete information about you; (ii) authorize Root Us On to share any such required information with Stripe; (iii) provide Root Us On access to transaction information related to your use of the Card Processing Services.

As a condition of Root Us On providing the Card Processing Services to Administrators and Users on the Site, the Stripe Services Agreement will apply to all Donations received through the Site. Stripe, Inc. collects a service fee on all Donations received of 2.9% of all transactions, plus an additional $0.30 per transaction (collectively the “Payment Processing Fees”). You acknowledge and understand that the Payment Processing Fees are third-party costs and are in addition to our Service Fees. Payment Processing Fees will be collected by Stripe, Inc. and deducted from Donations prior to any Funds Distribution. Root Us On will, in its best efforts, provide Administrators a summary of the Payment Processing Fees with your Funds Distribution statement.

Roots Us On is not affiliated with Stripe, Inc. and accordingly expressly disclaims responsibility and liability for their services. Root Us On does not endorse, guarantee, make representations, or provide warranties for or about any third-party credit card processing or third-party payment services and is not responsible for such services performance.

15. Service Fee Policy

Administrators and Users hereby acknowledge and agree that access to and use of the Site is contingent upon your acceptance of the Service Fee Policy. When you create a Coach Account and execute a Fundraiser on the Site you acknowledge, understand, and agree to the conditions below all collectively our Service Fee Policy:

There are no fees for Administrators to access the Site or for the creation of a Coach Account. As a condition of Root Us On enabling, managing, operating, and maintaining the Site we collect a 10% Service Fee. The Service Fee is effective on the date a Fundraiser starts and remains in effect for all Fundraisers executed on the Site. The Service Fee is collected as a portion of all Donations received by a Fundraiser executed on the Site and is collected at the end of each Fundraiser. The Service Fees will be calculated: (i) by Root Us On in our sole discretion; (ii) after all applicable Payment Processing Fees are deducted; (iii) on all Donations successfully cleared through our Payment Processing Services. Service Fees will be deducted prior to the Funds Distribution. Root Us On will, in its best efforts, provide Administrators a summary of the Service Fees with your Funds Distribution statement.

Root Us on reserves the right to update, modify or change our Service Fee Policy from time to time. Any changes will be posted here in the Terms.

16. Funds Distribution Policy

Administrators and Users hereby acknowledge and agree that access to and use of the Site is contingent upon your acceptance of the Funds Distribution Policy. When you create a Coach Account and execute a Fundraiser on the Site you acknowledge, understand, and agree to the conditions below all collectively our Funds Distribution Policy:

Root Us On offers two methods of Funds Distribution payments: (i) direct deposit into the Administrator’s designated bank account; (ii) bank check sent by mail. By default, Funds Distribution payments will be made by direct deposit. The Administrator will select their preferred option for Funds Distribution at the time of registration on the Site.

Direct Deposit
Root Us On has engaged the services of Bill.com, a payment service provider, to manage: (i) the secure routing of applicable Administrator information for payment services; (ii) the routing of electronic payment to Administrators. These services are provided by Bill.com and are subject to their Terms of Service found (here).

When you start a Fundraiser, Bill.com will initiate the set-up of your payment account. Your prompt completion of this payment account will help expedite your Funds Distribution payment at the completion of your Fundraiser. All direct deposit Funds Distributions will be executed through Bill.com. Root Us On will not be able to process your Funds Distribution until your payment account is complete with Bill.com.

As an Administrator, you agree to be bound by the Bill.com Terms of Service, which may be modified by Bill.com from time to time. As a condition of using Bill.com as a payment service provider you agree to: (i) provide Bill.com with accurate and complete information about you or your organization; (ii) authorize Root Us On to share information with Bill.com; (iii) provide Root Us On access to transaction information related to your use of the Bill.com services.

Bank Check
As the Administrator, you will provide Root Us On with the mailing address for Funds Distribution by check when registering on the Site. You agree to be solely responsible for the accuracy of this mailing address information. Root Us on will use your mailing address for Funds Distribution by check unless changed or updated by you prior to the completion of a Fundraiser.

At the end of your Fundraiser, Root Us On will provide you with a Funds Distribution statement. The Funds Distribution statement will summarize: (i) all final Donations cleared to your Fundraiser by our Payment Processing Services; (ii) all Payment Processing Fee deductions; (iii) our Service Fee Deduction; (iv) your final Funds Distribution payment.

Within 10 days of your Fundraiser closing, Root Us On will send your Funds Distribution statement and initiate payment to your preferred payment method selected at the time of registration on the Site. If your Bill.com payment account profile is active the funds will be deposited into your designated bank account within one (1) week. Arrival of checks is subject to the time required for mail processing and delivery.

Roots Us On is not affiliated with Bill.com and accordingly expressly disclaims responsibility and liability for their services. Root Us On does not endorse, guarantee, make representations, or provide warranties for or about any third-party payment service providers and is not responsible for such services performance.

17. Taxes

Tax authorities may classify a Funds Distribution as taxable income to the Administrator. As an Administrator you hereby agree, understand and acknowledge that it is your responsibility to determine what, if any, taxes apply to the Funds Distribution you receive through your use of the Site. It is solely your responsibility to assess, collect, report or remit the correct tax, if any, to the appropriate tax authority.

Root Us On makes no representations or warranties as to whether any portion of a Donation to a Fundraiser is tax deductible as a charitable contribution. It is the sole responsibility of a Fan or Users of the Site to confirm if the beneficiary is a qualified organization. Root Us On will not provide any Administrator, Participant, Fan or User with tax advice and suggests that Users consult with a tax advisor of their choice before execution of a Fundraiser or making a Donation to a Fundraiser through the Site.

18. System Outages and Maintenance

The Site may be unavailable for scheduled maintenance and other purposes, or because of unplanned outages or other malfunctions. Root Us On is not responsible if the Site is unavailable, or if you lose any data, information, or User Content for any reason as a result of maintenance or unplanned outages.

19. Limited License and Site Access

Access to the Site is provided by Root Us On, and these Terms provide to you a personal, revocable, limited, non-exclusive, royalty-free, non-transferable license to access and use the Site in strict accordance with all the Terms. Your use of the Site and any services, tools, materials or information made available through the Site is conditional on your continued compliance with these Terms. Accordingly, you expressly acknowledge and agree that Root Us On transfers no ownership or intellectual property interest or title in and to the Site.

This license does not include any resale or commercial use of the Site or any of its content; any derivative use of the Site or any of its content; or any use of data mining, or similar data gathering and extraction tools. The Site or any portion of the Site, including any Fundraisers, may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any purpose without the express written consent of Root Us On. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Root Us On without express written consent. You may not use any meta-tags or any other “hidden text” utilizing any of Root Us On’s name(s) or service marks without the express written consent of their owners. Any unauthorized use terminates the permission or license granted by Root Us On.

20. User Warranties

You hereby represent and warrant that: (i) neither the acceptance of these Terms nor the performance of any acts by you required in them, including your use of the Site, shall constitute a breach of any other agreement, written, oral, or implied; (ii) while using the Site, you shall comply with all federal, state, local and provincial laws, orders and permits, including any applicable rules or regulations required from any authority, including government, regulatory or other, as well as all other applicable requirements; (iii) that all information you have or will provided to Root Us On is accurate, truthful and up to date.

Additionally, you hereby further represent and warrant that as an Administrator any information you provide regarding or related to how Donations will be used shall be accurate and truthful.

21. Indemnification

You hereby agree to defend, indemnify, and hold harmless Root Us On, its affiliates, its contractors, and all of their respective directors, officers, employees, representatives, partners, shareholders, principals, agents, predecessors, successors, assigns, accountants, and attorneys from and against any and all suits, actions, claims, proceedings, damages, settlements, judgments, injuries, liabilities, obligations, losses, risks, costs, and expenses (including, without limitation, attorneys’ fees and litigation expenses) relating to or arising from: (i) your use of the Site or the launching and running of any Fundraisers; (ii) any act or omission by you; (iii) any breach by you of these Terms, including any breach by you of any representation or warranty made by you; (iv) your use of any Funds Distribution, gift, award, benefit or item received from Root Us On for an illegal or unauthorized purpose. This indemnification obligation shall survive any termination of your use of the Site and these Terms.

22. Term and Termination

These Terms will be effective as of the moment you access the Site and shall remain in effect until either you or Root Us On terminates them. Root Us On may terminate immediately for any reason by giving the Administrator written email notification of such termination, or by Root Us On terminating the Administrator’s access to their account. Administrators may terminate for any reason by emailing Root Us On at support@rootuson.com or by cancelling their account and ceasing all activities related to the Site.

Root Us On reserves all of its legal rights to pursue any and all legal remedies if we believe your use of the Site or involvement with a Fundraiser is: (i) fraudulent or otherwise unlawful; (ii) you take any actions or omissions that violate the Terms; (iii) to protect our name and goodwill, our business, our intellectual property and/or other users.

23. Disclaimers

1. Participant Disclaimers

While Root Us On endeavors to provide a reliable Site and related services, the Site and any information or assistance that may be provided by Root Us On and its third-parties are provided on an “as-is” and “as available” basis and may include errors, omissions, or other inaccuracies. You assume the sole risk of making use of or relying on the Site, services, information and assistance it provides. Root Us On expressly disclaims all warranties and conditions with respect to the Site and all elements thereof, whether implied, express, or statutory, including the implied Warranties of Merchantability, fitness for a particular purpose, title, non-infringement of third-party rights, satisfactory quality, quiet enjoyment and accuracy, or any other implied warranty, including any warranty pursuant to the uniform computer information transactions act as enacted by any state. Root Us On does not guarantee or promise any specific functionality or features in regard to the Site. Root Us On also makes no representation, warranty or guarantee of any kind that your use of the Site or launch of a Fundraiser will help you or any other participant raise money, that the platform or any campaign will operate error-free or in an uninterrupted fashion or that any files or information that you download from the platform will be free of viruses or contamination or destructive features. You assume all risks of using the Site.

2. Root Us On Disclaimers

All User Content related to any Coach Account or Fundraiser, including any descriptions or information regarding an organization is being provided by the User of the Site, and Root Us On neither edits nor verifies any such User Content. The inclusion of any such organization in a Fundraiser or on the Site should not be viewed as an endorsement or recommendation of any kind, and Root Us On makes no warranty or guarantee as to the truthfulness of any statements concerning the organization, or the worthiness, good standing, or financial health of any such organization. Root Us On also makes no promises as to how any Donations may be used by the Administrator. We do not monitor or control any of the Administrator, Participant or Fundraiser activities, and we shall not be responsible, in any manner or form, for the use or non-use of any funds or Donations given to any such Administrator. All Content and other information is provided on an ‘as is’ or ‘as available’ basis, and Root Us On expressly disclaims all warranties and conditions with respect to the Site, any Fundraiser, any User Content and all elements thereof, whether implied, express, or statutory, including the implied warranties of merchantability, fitness for a particular purpose, title, non-infringement of third-party rights, satisfactory quality, quiet enjoyment and accuracy. Root Us On also makes no representation or warranty that the Site or any Fundraiser will operate error free or in an uninterrupted fashion or that any files or information that you download from the Site will be free of viruses or contamination or destructive features.

24. Limitation of Liability

Under no circumstances shall Root Us On (including its members, successors, assigns, parents, subsidiaries, affiliates, officers, directors, agents, developers, networks, and distributors) be liable for: (i) any direct, indirect, punitive, incidental, special, exemplary, or consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data, business or profits (including loss of Donations) that result from the use of, or the inability to use, the Site or any of the services; (ii) any action taken in connection with an investigation by Root Us On or law enforcement authorities regarding your or any other party’s use of the platform; (iii) any action taken in connection with, or related to, copyright or other intellectual property or its owners; (iv) any errors or omissions in the platform’s operation; (v) any damage to your mobile device or other equipment or technology (including, without limitation, damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line or network failure); (vi) any other technical or other malfunction, including, without limitation, loss of goodwill, whether in an action of contract, negligence, strict liability, tort or any other action. In no event will Root Us On be liable to you or anyone else for death or personal injury, even if the possibility of such damages has been advised, and even if a remedy set forth herein is found to have failed its essential purpose. Applicable law may not allow the limitation or exclusion of liability for exemplary, incidental or consequential damages, so the above limitation or exclusion may not apply to you. By accessing and using the Site, you expressly agree to the allocation of risk set forth herein; if you do not agree to this allocation of risk, you must not access or use the platform.

25. Modification

You hereby acknowledge and agree that these Terms are subject to periodic revisions at the sole discretion of Root Us On. If any modification is unacceptable to you, your only recourse is to immediately cease use of the Site and to provide notice of your termination by emailing Root Us On at support@rootuson.com. Your continued access or use of the Site following a change in the Terms will constitute binding acceptance of the changes.

26. Equitable Relief

Users recognizes and acknowledge that a breach of his or her obligations pursuant to these Terms may cause irreparable and material loss and damage to Root Us On and/or its affiliates, the amount of which cannot be determined readily and as to which Root Us On and/or its affiliates will not have an adequate remedy at law or in damages. Accordingly, in addition to any remedy Root Us On and/or its affiliates may have in damages by an action at law, Root Us On and/or its affiliates shall be entitled to the issuance of an injunction restraining any such breach or threatened breach or any other remedy at law or in equity for any such breach.

27. General and Miscellaneous Provisions

Force Majeure

Root Us On shall not be liable for any failure or delay in performance due in whole or in part to any cause beyond the reasonable control of Root Us On including a delay in services from its contractors, agents or suppliers, including but not limited to utility or transmission failures, power failure, strikes or other labor disturbances, acts of God, acts of war or terror, floods, sabotage, fire, natural or other disasters.

Survival

All provisions that by their nature are intended to survive, including but not limited to disclaimers of warranties, and limitations of liability provisions, shall survive the termination of these Terms. All other provisions shall be of no further force or effect upon termination, provided that all such provisions shall survive to the limited extent necessary for your Fundraiser to be completed.

Relationship of the Parties

Nothing in these Terms will create any franchise, joint venture, sales representative, or employment relationship between Root Us On and any User. Users of the Site shall not have any authority to act for or to bind Root Us On or any of its affiliates in any way.

Mediation; Arbitration

In the event of a dispute, User and Root Us On shall first attempt to resolve the dispute between themselves in good faith and then, if unsuccessful, by commercial mediation. At the request of a User or Root Us On, the other party shall make itself available for mediation within thirty (30) days of the request, using the mediation rules of the Judicial Arbitration and Mediation Service (“JAMS”). If the dispute cannot be resolved in this manner, the dispute shall be resolved by arbitration using the relevant arbitration rules of JAMS, and judgment upon the award rendered by the arbitration tribunal may be entered into any court having proper jurisdiction. Nothing contained herein shall prevent either a User or Root Us On from exercising its right to injunctive relief in any court of law having proper jurisdiction.

Severability

If any provision of these Terms are held by a court of law to be illegal, invalid or unenforceable: (i) that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision and, for avoidance of doubt, if such holding of invalidity or unenforceability is based on a measure of liability, such provision shall be replaced by a legally valid measure of liability; (ii) the legality, validity and enforceability of the remaining provisions of this agreement shall not be affected or impaired thereby.

No Class Actions

User and Root Us On agree that any proceedings to resolve or litigate any dispute will be conducted solely on an individual basis, and that neither you nor Root Us On will seek to have any dispute heard as a class action, a representative action, a collective action, a private attorney-general action, or in any proceeding in which you or Root Us On acts or proposes to act in a representative capacity. You and Root Us On further agree that no proceeding will be joined, consolidated, or combined with another proceeding without the prior written consent of you, Root Us On, and all parties to any such proceeding.

Contact Us

Root Us On welcomes your questions or comments regarding these Terms and Conditions:

ROOT US ON, LLC
PO Box 600073
Saint Johns, FL, 32260
USA
www.rootuson.com
support@rootuson.com