Please read these Terms and Conditions carefully. By applying to be (and continuing to be) a member of the JustGiving platform, each charity and similar organization (each a “Charity” for the purposes of these Terms and Conditions) is agreeing to these Terms and Conditions. If the Charity does not wish to be bound by these Terms and Conditions, the Charity should not continue to use or access any of the JustGiving Services (as defined below).
References to JustGiving mean Blackbaud, Inc. (“Blackbaud”), a Delaware corporation with a principal place of business is 65 Fairchild Street, Charleston SC 29492. JustGiving operates various online tools and services including a website at www.justgiving.com (“Website”) which allows users to create fundraising pages, for users to donate to those pages and for Charities to access data about those pages (together, the “JustGiving Services”).
Additional terms and conditions apply to the use of certain JustGiving products or services, such as APIs.
JustGiving may change or update these Terms and Conditions from time to time. The current version of the Terms and Conditions will be available on www.justgiving.com. It is the Charity's responsibility to access and check these Terms and Conditions whenever the Charity accesses or uses the JustGiving Services. The latest version of these Terms and Conditions will govern any future usage by the Charity of the JustGiving Services. These Terms and Conditions supersede and replace all previous versions of the Terms and Conditions.
1.1 For the purposes of these Terms and Conditions, “Commencement Date” shall mean the date from which the Charity is notified that the Charity has been successfully registered to use the JustGiving Services (which shall be at JustGiving’s sole discretion). JustGiving shall provide the JustGiving Services to the Charity and the Charity shall comply with these Terms and Conditions until the membership is validly terminated.
1.2 Membership is for a minimum period of one (1) month from the Commencement Date and thereafter from month to month until terminated by written notice by either party to the other, in accordance with Section 10.1 below. Please see Section 10 of these Terms and Conditions for further termination provisions.
Donations and Bank Accounts
2.1 JustGiving will maintain bank accounts for donations made to causes, JustGiving Crowdfunding and Charity fundraising pages. These are bank accounts in which monies (other than the interest accruing on such monies) are held separately for the sole purpose collecting monies on behalf and for the benefit of JustGiving fundraising beneficiaries (charities and/or crowdfunding page beneficiaries). For the avoidance of doubt, these monies are kept completely separate from any JustGiving operational funds and are not used to support JustGiving company activities in any way.
2.2 JustGiving will operate the JustGiving Services so that donors can make online donations by credit or debit card, or by any other payment method made available by JustGiving, through a Fundraising Page set up for the Charity or on the Charity's area on the JustGiving website. Use of the JustGiving Services is on an “as is” and “as available” basis.
2.3 JustGiving will set up arrangements to ensure that for all donations received by JustGiving, after deduction of bank processing charges, JustGiving's Platform Fees (as described in Section 6) and applicable sales taxes are processed to the organization as described in section 2.4.
2.4 JustGiving will provide information systems, design, testing and verification standards and requirements in accordance with good industry practice to ensure that donors' credit cards and debit cards are debited and the bank account is credited in a secure manner. JustGiving uses the following payment processors:
2.4.1 JustGiving uses Blackbaud Merchant Services (“BBMS”) for some payment processing. Charities electing to use BBMS must agree to the terms set forth in the Blackbaud Payment Services Addendum (the “Addendum”) during BBMS set up. Disbursement of funds will follow the BBMS disbursement schedule elected by the charity at the time of sign up. The payment processing fees are set forth in the Addendum. Charities using BBMS for payment processing acknowledge that data shared with Charities via BBMS will not contain donors’ communication preferences, so Charities should refer to and abide by donors’ communication preferences as noted in the Charity account.
2.4.2 For Charities not electing to use BBMS, JustGiving uses Braintree Payment Solutions LLC (“Braintree”) for payment processing. Donations processed by Braintree are subject to a 2.9% + .30 processing fee. Donations are processed to a third-party Donor Advised Fund and then remitted to the Charity on a monthly basis through JustGive, Inc., a U.S. 501(c)(3) tax-exempt organization that operates the Donor Advised Fund to process donations and make grants to U.S. 501(c)(3) tax-exempt public charities pursuant to donor advisements. Donors make a complete and final charitable donation to JustGive, Inc., with a recommendation that the funds be re-granted to the Charity specified on the campaign page. JustGive makes payments to Charities approximately 15 days after the end of each month. JustGive makes every effort to comply with donor recommendations and to re-grant the funds to the donor’s designated Charity. However, to comply with federal tax laws and regulations, JustGive is required to retain legal control over any charitable contribution it receives. In rare instances, JustGive may determine that it would be inappropriate or improper to disburse the funds designated for a Charity because, for example, the Charity is no longer recognized as a public charity, or is no longer in good standing with state or federal regulations, in which case, JustGive may, in its sole discretion, disburse the donation to another charity (as determined by JustGive).
Support and Donation Acknowledgements
2.5 JustGiving will send prompt e‑mail acknowledgements to donors in respect of each donation made to the Charity via the JustGiving Services.
2.6 JustGiving will respond to fundraisers' and donors' account inquiries that it receives.
2.8 To the maximum extent possible under applicable law, JustGiving will abide by the instructions of all fundraisers and donors in respect of their Personal Information.
2.9 Subject to the payment of Fees in accordance with Section 6 below, JustGiving will provide all U.S. Charities, except those on the starter or essentials plan, with access to a secure, password‑protected account on the Website where the Charity can view and download details of donations made to the Charity, details of payments made by JustGiving to the Charity and updates on fundraiser and donor details (“Charity Account”), all such information to be provided by JustGiving in strict compliance with:
2.9.1 the applicable Local Privacy Laws as they apply to the relevant fundraisers and donors; and
2.9.2 any other applicable privacy laws and regulatory requirements which are to the processing of Personal Information
(together, “Global Privacy Laws”).
2.10 If the Charity receives Personal Information of individuals located in the UK or European Union (the “EU”), the Charity represents and warrants that it fulfills, and will continue to fulfil as long as it processes such Personal Information, one of the following criteria:
2.10.1 the Charity is located in the UK, EU or a country or territory whose legal regime is deemed by the European Commission to provide for an adequate level of personal data protection;
2.10.2 the Charity is certified to comply with the EU-U.S. Privacy Shield Framework or a similar approved certification mechanism, and has committed to apply the appropriate safeguards;
2.10.3 the Charity is subject to binding corporate rules in accordance with Article 47 of the General Data Protection Regulation 2016/679 or any subsequent or enacting legislation applicable to the parties (“GDPR”);
2.10.4 the Charity fulfills one of the other measures described in Article 46 of GDPR for providing appropriate safeguards.
Records and Audit Requirements
2.12 JustGiving will keep records of all donations and income received and expenses incurred for such period as may from time to time be required by the applicable local governmental revenue body, and maintain records which relate to the Charity and the performance of the obligations hereunder (to which the Charity may, subject to the Global Privacy Laws, have access and take photocopies of at its own expense on request and at reasonable times).
2.13 JustGiving will, via the Charity Account, provide each Charity with the ability to download reports outlining donation details including but not limited to the number of donations received, the value of the donations received, and the Platform Fees deducted from the total donations in accordance with Section 6.
2.14 JustGiving, as operator of the JustGiving Services, acts as an intermediary between the Charity and the individual users of the JustGiving Services. While the Charity and the individual user information resides on the JustGiving Services, JustGiving does not check or exercise any editorial control over the content of such information, save as required by applicable local laws. In the event that JustGiving is made aware of or has knowledge of any unlawful activity or information on the JustGiving Services, JustGiving shall promptly act to remove or disable access to the information. JUSTGIVING SHALL NOT BE LIABLE TO THE CHARITY AS A RESULT OF ITS ROLE AS INTERMEDIARY AND IS NOT REQUIRED TO NOTIFY THE CHARITY OF ANY SUCH REMOVAL OR DISABLEMENT OF ACCESS TO INFORMATION.
2.15 JustGiving has implemented PCI standards regarding secure storage of data and strong access control to achieve PCI DSS for the JustGiving Services. For further information surrounding the responsibilities of securing cardholder data, please visit https://www.blackbaud.com/security/pci-compliance.
Site Maintenance and Miscellaneous
2.16 JustGiving will comply at all times with all applicable laws and applicable authority, license, permit or registration requirements.
2.17 JustGiving will undertake planned maintenance and upkeep of the JustGiving Services.
3.1 The Charity will ensure that all content (including text and images) it supplies to JustGiving for display on the JustGiving Services or that it posts on any of the JustGiving Services (including, in each case, links to any third party sites or content) will not violate any law or regulation or be defamatory, misleading, obscene or breach any intellectual property rights of a third party or breach any right of or duty owed to a third party.
3.2 The Charity will provide written confirmation to JustGiving of any donations that it permits JustGiving to reimburse to the donor. JustGiving will not permit refunds without prior written consent from the Charity, unless required by applicable local laws.
3.3 Subject to local applicable laws, the Charity will permit JustGiving to deduct such refunds, and any chargebacks arising, from subsequent donations payable to the Charity. Should no donations arise within one (1) week of the refund or chargeback JustGiving reserves the right to direct debit the Charity’s bank account, or invoice the Charity for the refunds and chargebacks, and the Charity agrees to settle that invoice within one (1) week of the invoice date. The Charity agrees that donations received will not be paid out to the Charity until all charges for refunds and chargebacks are settled.
3.4 The Charity will maintain the necessary authority, permit, license, consent, approval and registration for it to fundraise (and, where applicable, for JustGiving to fundraise on its behalf) in accordance with applicable local laws and if JustGiving needs any such authority, permit, license, consent, approval or registration for it to fundraise on behalf of the Charity then the Charity will, at no cost to JustGiving, provide all such assistance as JustGiving reasonably requires to assist JustGiving with the same.
3.5 The Charity will inform JustGiving immediately if, for any reason, it:
3.5.1 ceases to carry on operating for charitable purposes;
3.5.2 is found to be engaged in any corrupt or immoral practices;
3.5.3 is subject to any investigation or inquiry which could result in the necessary authority, permit, license, consent, approval and/or registration for it to operate as a charity in accordance with applicable local laws being suspended, revoked or withdrawn; or
3.5.4 ceases to have the necessary authority, permit, license, consent, approval and/or registration for it to operate as a charity in accordance with applicable local laws.
3.6 The Charity will promptly provide any information reasonably requested by JustGiving in order for JustGiving to be able to provide the JustGiving Services to the Charity effectively.
3.7 The Charity will ensure that, in each case where a donor is advised that his/her donation will be used for a specific purpose, appeal or outcome (including but not limited to all JustGiving Campaign pages), the donation is used only for that specific purpose, appeal or outcome.
3.8 The Charity will comply with all applicable laws and regulations in its use of the JustGiving Services.
3.9 The Charity will maintain the security and confidentiality of any passwords provided by JustGiving for the purpose of accessing the Charity Account and shall not share these passwords with any third party. JustGiving shall not be liable for and accepts no responsibility for misuse of any Charity Account.
3.10 The Charity represents, warrants and undertakes to JustGiving that:
3.10.1 these Terms and Conditions have been accepted and agreed to by a sufficient number of its duly authorized representatives; and
3.10.2 any documents provided to JustGiving as part of the Charity’s application for registration or maintenance of such registration) have been or shall be executed by a sufficient number of its duly authorized representatives.
4.1 JustGiving is a data controller under applicable Global Privacy Laws with respect to all Personal Information collected in connection with the JustGiving Services. If JustGiving makes available any Personal Information to the Charity, the Charity becomes a data controller with respect to such Personal Information, subject to these Terms and Conditions. To the extent that the Charity’s use of the JustGiving services results in access to any Personal Information, the Charity will:
4.1.1 at all times assist with the responsibilities of JustGiving, as a data controller responsible for determining how the Personal Information is processed under the provisions of the Global Privacy Laws;
4.1.2 not do, or cause or permit to be done, anything which may result in a breach by JustGiving of the Global Privacy Laws and comply with all reasonable instructions from JustGiving relating to the processing by the Charity of such Personal Information;
4.1.3 comply with the Local Privacy Laws in respect of the Charity's collection, use, disclosure or processing of the Personal Information;
4.1.4 abide by the lawful instructions of all data subjects in respect of the Personal Information and not do anything to compromise the security of such information;
4.1.5 not sell, trade or rent Personal Information to third parties;
4.1.6 hold the Personal Information securely and not disclose it to anyone other than JustGiving, as agreed to by the data subject and/or as permitted by Global Privacy Laws;
4.1.7 implement adequate security, technical and organizational measures against all unauthorized, unlawful or accidental access, processing, use, erasure, loss or destruction of, or damage to, Personal Information in accordance with Global Privacy Laws, and abide by JustGiving's reasonable requirements to ensure the security of the Personal Information as notified to the Charity from time to time; and
4.1.8 use Personal Information appropriately.
4.2 In addition to its obligations under Section 4.1 above, if the Charity’s use of the JustGiving Services results in access to any Personal Information and the fundraiser or donor has agreed to receive marketing communications from the Charity (as will be reflected in the Charity Account), the Charity, in compliance with Global Privacy Laws, will only send marketing communications to the fundraiser or donor to the extent that the fundraiser or donor:
4.2.1 has indicated their preference to receive such communications; and
4.2.2 has not indicated a preference or otherwise asked to stop receiving such communications. This includes the fundraiser or donor clicking an unsubscribe link or registering with any applicable preference service (which the Charity agrees it shall, to the extent it is required to do so, check before sending any communications).
Where use of the JustGiving services results in access to any Personal Information relating to a fundraiser but that fundraiser has not agreed to receive marketing communications from the Charity, as will be reflected in the Charity Account, the Charity shall only communicate with that fundraiser in relation to their specific fundraising page and shall not (unless separate consent is obtained by the Charity) communicate with that person for any other purpose (including marketing).
4.3 The Charity shall be liable for and indemnify JustGiving, its successors and assigns against any and all claims, actions, liabilities, losses, damages and expenses (including legal expenses) incurred by JustGiving which arise (directly or indirectly) out of or in connection with any breach of Sections 4.1 or 4.2 by the Charity.
5.1 All intellectual property rights in any material (including text, photographs and other images, trademarks and logos) contained in the JustGiving Services is either owned by JustGiving or has been licensed to JustGiving by the rights owner(s) so that JustGiving can use this material as part of providing the JustGiving Services. Nothing in these Terms and Conditions shall operate as an assignment of any such intellectual property rights.
5.2 The Charity hereby grants to JustGiving, its affiliates and its partners a non‑exclusive, worldwide and royalty-free license to use its name and logo in connection with the performance and promotion of the JustGiving Services.
5.3 The license shall terminate automatically on valid termination of the Charity's membership in accordance with Section 10 below.
5.4 The Charity shall be liable for and shall indemnify JustGiving, its successors and assigns against any and all claims, actions, liabilities, losses, damages and expenses (including legal expenses) incurred by JustGiving which arise (directly or indirectly) out of or in connection with any third-party demand, claim or action alleging infringement of the third party’s intellectual property rights.
6.1 Fees. In consideration for the provision of Online Services the Charity must pay the following fees (“Fees”):
6.1.1 An annual Subscription Fee: currently $0 per year.
6.1.2 A Transaction Fee on each donation as defined at www.justgiving.com/fees.
6.2 The Charity shall pay a transaction fee on each donation (“Transaction Fee”) which is comprised of:
6.2.2 A platform fee of five percent (5%) (“Platform Fee”); and
6.2.3 The cost to access the necessary Payment Card infrastructure via a payment gateway or other electronic service to process payments on behalf of Charity (“Payment Processing Fee”) which is determined at market rates and varies by payment type and payment processor.
6.3 The Charity hereby authorizes JustGiving, subject to applicable local laws, to deduct the Platform Fee together with applicable taxes and the Payment Processing Fee from each donation before paying the balance to the Charity in accordance with Section 2.3 above.
7.1 EXCEPT FOR THIRD PARTY CLAIMS ARISING FROM EITHER PARTY’S GROSS NEGLIGENCE OR WILFULL MISCONDUCT, EACH PARTY’S MAXIMUM LIABILITY TO THE OTHER PARTY FOR ANY ACTION ARISING UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION AND WHETHER IN TORT OR CONTRACT, SHALL BE LIMITED TO THE GREATER OF (X) $25,000 OR (Y) THE AMOUNT OF FEES PAID OR PAYABLE BY CHARITY FOR THE JUSTGIVING SERVICE DURING THE SIX (6) MONTHS PRECEDING THE CLAIM. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AND JUSTGIVING AGREE TO THE ALLOCATION OF RISK SET FORTH HEREIN.
7.2 The Charity agrees that the JustGiving Services are provided on an "as is" and "as available" basis and that its use of the JustGiving Services is at the Charity's sole risk. JustGiving does not guarantee continuous, uninterrupted, error or virus free or secure access to the Services and operation of the JustGiving Services may be interfered with by numerous factors outside of JustGiving’s control. Except as expressly set out in these Terms and Conditions, JUSTGIVING DOES NOT ENTER INTO CONDITIONS, WARRANTIES OR OTHER TERMS IN RELATION TO THE JUSTGIVING SERVICES, AND THEY ARE EXCLUDED TO THE FULLEST EXTENT PERMISSIBLE BY LAW.
7.3 JustGiving may change the format and content of the JustGiving Services from time to time. In particular, the Charity should refresh its browser each time it visits the Website to ensure that the Charity downloads the most up to date version of the Website, including the latest version of these Terms and Conditions.
Each party must at all times maintain such adequate insurances as are required by local applicable laws or as are customary for the parties to an agreement of the nature of these Terms and Conditions to maintain in the local market place.
9.1 “Confidential Information” means (i) all information disclosed by Charity or JustGiving (“Owner”) to the other party (“Recipient”) electronically, visually, orally or in a tangible form which is either (a) marked as “confidential” (or with a similar legend), (b) is identified at the time of disclosure as being confidential, or (c) should be reasonably understood to be confidential or proprietary. Recipient shall not obtain any rights, title, or interest in any Confidential Information of Owner. The obligations in 9.2 below shall not apply to: information generally known to the public; information independently developed by Recipient without access to Confidential Information; information in the possession of Recipient without an obligation of confidentiality; or information required to be disclosed by court order or applicable law after Owner has been notified.
9.2 Recipient may only (i) use Owner’s Confidential Information to carry out the purposes of this agreement; and (ii) disclose Owner’s Confidential Information to those third parties operating under non-disclosure provisions no less restrictive than those set forth in this agreement and who have a justified business “need to know.” Recipient is responsible for any mistreatment of Confidential Information by such third parties. Recipient must protect Owner’s Confidential Information using the same degree of care it uses to protect its own confidential and proprietary information, but in any case, not less than reasonable care, and protect such information in accordance with applicable laws.
10.1 In accordance with Section 1 above, notice of cancellation should be received no later than the 5th day of the final month that a Charity wishes to remain as a member Charity (or the preceding Friday where the 5th day falls on a weekend or national holiday) and all notices from a Charity must include the Charity’s full name and registered charity number. Such notice shall be deemed to have been received within five (5) business days if posted (attention: finance department) and within twenty‑four (24) hours if emailed (email@example.com). Cancellation notices received after the 5th day of a given month (or the preceding Friday, where relevant) will usually be processed the same month, but this cannot be guaranteed. Please note that cancelling a direct debit that has been set up to pay the Subscription Fee described in Section 6 is not sufficient to cancel a Charity membership; so that JustGiving can process a cancellation request accurately and on time, post or email notice must also be provided to JustGiving in accordance with this Section 10.1.
10.2 In addition to the rights of each party under Sections 1 and 10.1 above, each party will have the right to terminate the use (and provision) of the JustGiving Services with immediate effect by notice in writing when, and at any time after, the other party commits an act of default (as defined below) or commits any act or threatens to do any act the direct result of which is to damage or is likely to damage the reputation of the other party. An act of default by either party shall occur if:
10.2.1 the party is wound up or a liquidator or examiner is appointed;
10.2.2 an administration order is made in relation to the party or a receiver or an administrative receiver is appointed over or an encumbrancer takes possession of or sells all of the party's assets;
10.2.3 the party makes an arrangement or composition with its creditors generally;
10.2.4 the party ceases or threatens to cease to carry on its business;
10.2.5 any event analogous to the events listed in Sections 10.2.1 - 10.2.4 (inclusive) occurs in any territory in relation to the party or any step towards any such event or analogous event is taken by any person and not promptly dismissed or reversed.
10.3 In addition to its rights under Sections 1, 10.1 and 10.2 above, in the event that the Charity materially breaches any of these Terms and Conditions or if JustGiving reasonably considers that any of the events listed in Sections 3.5.1, 3.5.2, 3.5.3 or 3.5.4 apply (or are likely to apply), JustGiving may, at its sole discretion, without notice and with no liability to the Charity do one or both of the following:
10.3.1 suspend or terminate the Charity's access to the JustGiving Services;
10.3.2 suspend any payments due to the Charity under Section 2.3.
10.4 To the maximum extent permitted by applicable law JustGiving, in any event, reserves the right to withdraw the JustGiving Services (or any part of them) from public access at any time, at its complete discretion.
JustGiving may, in its sole discretion, without liability to the Charity, suspend the operation of any of the JustGiving Services in full or in part at any time, for example but without limitation for repair or maintenance work or in order to update or upgrade the contents or functionality of the JustGiving Services from time to time.
12.1 Notices referred to above should be made in writing and sent by registered post to Blackbaud, Inc. 65 Fairchild , in the case of notices to be sent by or to JustGiving, by email to firstname.lastname@example.org.
12.2 These Terms and Conditions represent the entire agreement between JustGiving and the Charity with respect to use of the JustGiving Services and supersede and replace any other representations made orally or in writing.
A person who is not a party to these Terms and Conditions has no right to enforce any term of these Terms and Conditions.
The parties agree to submit all unresolved disputes between them to arbitration administered by the American Arbitration Association (“AAA”) and governed by the AAA Commercial Arbitration Rules then in effect, except that (a) either party may (i) seek injunctive relief for infringement of intellectual property rights or other proprietary rights in court or (ii) seek a determination as to whether a claim is arbitrable in court (the arbitrator may not rule on his or her own jurisdiction); and (b) JustGiving may sue in court to collect unpaid amounts under this agreement. For all arbitrated matters, one arbitrator will be appointed under the AAA Commercial Rules, and the locale of arbitration will be Atlanta, Georgia, unless the parties mutually agree to another locale before appointment of the arbitrator. THE CHARITY AND JUSTGIVING EXPRESSLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY PROCEEDING ARISING UNDER OR RELATED TO THIS AGREEMENT.
These Terms and Conditions and any dispute arising out of or in connection with a Charity’s use of the Website or the JustGiving Services are governed by, and shall be construed in accordance with, the laws of the State of New York, without giving effect to its conflicts of laws provisions.
16. Force Majeure
Neither party shall be liable for any failure to perform its obligations under this agreement if prevented from doing so by a cause beyond such party’s reasonable control.
Except as specifically stated herein, remedies are cumulative. No failure or delay in enforcing any term or exercising any option shall be construed as a waiver unless agreed to in writing by Us. If any provision of this agreement is held to be unenforceable, the other provisions shall remain in full force and effect. No purchase order or other ordering document that purports to modify or supplement the printed text of this agreement or any attached or referenced document shall add to or vary the terms of this agreement. All proposed modifications to this agreement are objected to and deemed material unless otherwise mutually agreed to in writing. Charity may not assign its rights or obligations under this agreement without the written consent of JustGiving. JustGiving performs its obligations under this agreement as an independent contractor, not as an employee, partner, or agent of the Charity. Sections 2-9 and 12-17 survive the termination of this Agreement.
Last updated: 20 March 2019