This Agreement may be modified by Eogea in its sole discretion from time to time and such modifications shall automatically become part of this Agreement and shall be effective once posted by Eogea on the Website. Your participation in the Program and use of the Website will be subject to any such modifications. You should review the Website and this Agreement from time to time for any modifications.
This Agreement will be binding on, inure to the benefit of and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
Eogea manages the Website, which connects individuals and businesses with green technology entrepreneurs in need of capital.
By participating in the Program or otherwise using this Website, you hereby acknowledge and agree that Eogea makes no representation, warranty, covenant or guarantee that any funds you lend via the Website will be repaid in whole or in part.
1.1. Loan Disbursement. You understand that Loans are not made directly to Borrowers and that Eogea identifies existing domestic and international organizations (each, a "Field Partner" and, collectively, "Field Partners") that work in low-income communities and have a stated mission to reduce poverty by providing affordable working capital to low-income entrepreneurs. Loan requests are posted in cooperation with such Field Partners and are, before being listed on Eogea, converted to US Dollar amounts as necessary and then rounded up to the nearest US Dollar 25 increment, to help streamline the loan transaction process. Funds loaned by you, the Lender, will be delivered to Field Partners for ultimate disbursement to, or backfilling of loans to, the Borrower(s) you have selected. A Field Partner may voluntarily choose to pre-fund your Borrower in the short-term from its own funds in anticipation of receiving your Loan as backfill. This helps reduce the time the Borrower needs to wait until the Loan is funded on the Website and the funds delivered on a net billing basis to the Field Partner. Eogea serves as a middle-man in the process and aggregates funds from multiple Lenders via the Website and delivers 100% of these funds on a net billing basis (excluding the interest earned, if any, on such funds while they are held in a Eogea user loan funds account, which interest is contributed to fund Eogea's operations) to the Field Partner(s) for disbursement to the Borrowers selected for funding on the Website. Please note that many Field Partners require mandatory savings as part of their loan transaction process to serve as collateral and which may help ensure that Borrowers are able to accumulate cash and represent a good risk. In certain cases, mandatory savings (and loan fees) are netted against the Loans forwarded by Eogea.
The process of disbursement to a Borrower in a particular country, however, may vary from the standard disbursement structure just described. Currency and other national or local regulations may require a different philanthropic funding structure in some countries. In such cases, instead of Loan funds being forwarded directly to the corresponding Field Partner, Eogea may, for example, have to transact with other intermediaries, such as the Field Partner's U.S.-based affiliates or other third parties licensed in a country to transact in foreign currencies, to structure a different indirect funding process to enable a Borrower to ultimately be supported by a Loan from You.
Field Partners are solely responsible for screening and sourcing each Borrower, posting requests for Loans on the Website and making all Loan disbursements, and Eogea (a) expressly disclaims any responsibility to screen or source any Borrower or any Field Partner or monitor the disbursement of Loan proceeds from the Field Partner(s) to the Borrower(s), and (b) shall have no liability whatsoever with respect to such screening or selection of Borrowers or Field Partners and the disbursement of Loan proceeds from the Field Partner(s) to the Borrower(s), and you shall hold Eogea harmless from, any and all liabilities with respect to, or resulting from such screenings, selections and disbursement of Loan proceeds from the Field Partner(s) to the Borrower(s).
1.2 Tax Deductibility. You understand that Eogea is a non-profit organization. Eogea has received exemption with the Internal Revenue Service as an organization that qualifies as a public charity under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended from time to time. This Agreement does not attempt to define the tax implications of participating in the Program. If you participate in the Program, you should consult with your own accountants, tax and legal advisors.
1.3 Donation Records. Records of each donation you make will be kept by Eogea and, if you have a registered account with Eogea and upon your written request, will be made available to you at any time.
1.4 Insufficient Lender Funds. In the event that you make a donation that does not clear (e.g., an eCheck does not validly deliver to Eogea the full amount of the intended donation, or your payment provider reverses a payment originally intended for Eogea), you agree that Eogea may, in its sole discretion, withdraw and cancel your insufficiently-funded donation from your account as not paid in full.
1.5 Guest Transactions and Auto-donation of Repayments to Eogea. Users have the option of making a donation to Eogea on the Website without creating a Eogea account.
"Eogea"and the "Eogea" logo are trademarks and service marks of Eogea. Eogea or its licensors own and retain all proprietary rights in the Program, the Website and all material and information posted thereon ("Content"). The Website contains the copyrighted material, trademarks and other proprietary information of Eogea and its licensors. You may display and print limited copies of the Content for your personal, non-commercial use in connection with your participation in the Program (except as provided herein), but you may not alter, modify, publish, distribute, publicly display or sell any Content or other such proprietary information, or otherwise copy or transmit any Content or other such proprietary information without the express, written permission of Eogea.
If you post any messages or other information on the Website, you agree that such messages and information shall be considered Content, and you agree to grant, and shall be deemed to have automatically granted to Eogea an irrevocable, perpetual, non-exclusive, fully-paid, worldwide license to: (a) use, copy, perform, display and distribute such information and content; (b) modify, alter, prepare derivative works of, and/or incorporate into other works, such information and content; and (c) grant and authorize sublicenses of the foregoing. You represent and warrant that you have the right, power and authority to grant the foregoing license.
To the extent you upload or post any photographs of yourself on the Website, you agree that such materials shall be considered Content for the purposes of the foregoing paragraph, and you agree to release, discharge and agree to hold harmless Eogea from any and all claims or liability, whether known or unknown, including any and all claims in connection with the publication, production, processing, distribution or exploitation of such materials, including any claims of infringement of any rights of publicity or rights of privacy.
You acknowledge, consent and agree that Eogea may, at its sole discretion and to the extent permitted by law, access, read, preserve and disclose your account information, usage history and submitted Content in order to: (a) comply with any applicable law, regulation, legal process, or governmental request; (b) respond to claims that any Content violates the rights of third parties, including intellectual property rights; (c) enforce this Agreement and investigate potential violations thereof; (d) detect, prevent, or otherwise address fraud, security, or technical issues; (e) respond to your requests for customer service; or (f) protect the rights, property, or personal safety of Eogea, its users, or the public.
Although Eogea assumes no obligation to monitor the conduct of any User on or off the Website, it is a violation of this Agreement to use the Website or any information obtained from the Website in order to: (i) harass, abuse, or harm another person (including, but not limited to, using profanity in lender messages or joining lending teams in bad faith), (ii) prevent or exclude others, who are using the Website in compliance with this Agreement, from accessing, viewing or donating, or (iii) contact, advertise to, solicit, or sell to any User without prior explicit consent. In order to protect such persons from such advertising, solicitation or harassment, Eogea reserves the right to remove content from the Website that violates acceptable use in Eogea's sole discretion and restrict the number of emails or messages that a User may send to others through the Website in any 24-hour or other period to a number that Eogea deems appropriate, in Eogea's sole and absolute discretion.
The Website includes features and functionality whereby a User may post and transmit information, images and other materials. All such information, images and materials, whether publicly posted or publicly or privately transmitted, are the sole responsibility of the User who originates such content. Eogea assumes no obligation to monitor or control such posted or transmitted content and cannot take responsibility for such content posted or transmitted by a User. However, Eogea reserves the right at all times (but will not have an obligation) to remove or refuse to post or distribute any content, and to restrict, suspend or terminate the participation of any User or any lending team from the Website and from all Eogea services and Programs at any time, with or without prior notice. Without in any way limiting the foregoing, it is a violation of this Agreement to upload, post or submit any content, including, but not limited to, written materials or images, that in Eogea’s opinion is obscene, harassing, contains profanity, or may be hateful or offensive on racial, ethnic, sexual or any other grounds; is harmful, vulgar or distasteful; contains graphic or gratuitous violence; or is defamatory, libelous, or invades another person's privacy or proprietary rights.
Eogea is not responsible, and shall have no liability, for any incorrect or inaccurate Content posted on the Website or any liability, cost or expense you may incur in connection with the Program, whether caused by any User or other Person or by any of the equipment or programming associated with or utilized in the Program. Eogea is not responsible for the conduct, whether online or offline, of any User of the Website or any other Person. With respect to the Website, Eogea assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications.
Under no circumstances will Eogea be responsible for any loss or damage, including personal injury or death, resulting from any use of the Website or participation in the Program, any Content posted on the Website or transmitted to, or any interactions between, any Users of the Website, whether online or offline. Eogea neither represents, warrants, covenants guarantees, nor promises any specific results from use of the Website or the Program.
THE WEBSITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE OR ADVICE PROVIDED IN CONNECTION WITH THE PROGRAM, IS PROVIDED "AS IS" WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS WEBSITE AND WEBSITE-RELATED SERVICES.
Eogea makes no representation or warranty, express or implied, with respect to any third party data provided to Eogea or its transmission, timeliness, accuracy or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. Eogea will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by Eogea or "force majeure" or any other cause beyond the control of Eogea.
You understand that any and all decisions made by you with respect to the Program are yours alone. Eogea cannot and does not verify the accuracy of Users. Eogea shall not be responsible, or have any duty or obligation to, or liability for: (a) decisions or interactions resulting (directly or indirectly) from participation in the Program; or (b) any damages, costs, losses or expenses a User incurs as a result (directly or indirectly) of making a donation or as a result (directly or indirectly) of utilizing the Program or information received in connection with the Program. In addition, in no event will Eogea be liable to you or any third person for any damages, costs, losses or expenses, including any lost capital, lost profits or special, incidental, consequential or punitive damages arising from your use of the Website or participation in the Program, even if Eogea has been advised of the possibility of such damages, costs, losses or expenses.
This Agreement is governed by the laws of the USA, without regard to its choice of law or conflict of law provisions. If any dispute arises between you and Eogea, including, without limitation, any dispute arising from or relating to the Website or the Program, you agree that all such disputes will be determined exclusively by final and binding arbitration. The arbitration shall be heard and adjudicated by one arbitrator to be selected by you and Eogea. Any award will be final, binding and conclusive upon the parties, subject only to judicial review, and a judgment rendered on the arbitration award can be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either you or Eogea may seek any injunctive relief in a state or federal court, as may be necessary to preserve rights pending the completion of arbitration and Eogea may seek any injunctive relief in a state or federal court, or another court of competent jurisdiction, at any time against any violations of Section 2 (Proprietary Rights) or Section 3 (Acceptable Use) of this Agreement.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, BY AGREEING TO SUBMIT ALL DISPUTES TO BINDING ARBITRATION, YOU AND EOGEA HEREBY WAIVE YOUR RIGHT TO A JURY OR COURT TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR BASED UPON THIS AGREEMENT OR ANY CONTEMPLATED USE HEREIN, INCLUDING CONTRACT, TORT, BREACH OF DUTY AND ALL OTHER CLAIMS, EXCEPT AS SPECIFICALLY PROVIDED ABOVE.
You waive, to the maximum extent not prohibited by law, any right you may have to claim or recover, in any legal action or proceeding, any special, exemplary, punitive or consequential damages.
You agree to indemnify and hold Eogea harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made or incurred by any third party due to or arising (directly or indirectly) out of your use of the Website or participation in the Program or arising from your breach of this Agreement.
This Agreement will remain in full force and effect while you use the Website, any Eogea services, or participate in the Program as a User and, notwithstanding anything herein to the contrary, this Agreement will remain in effect after your participation in the Program and status as a User is terminated. Whether or not you are and remain eligible to participate in the Program, use the Website or any Eogea services, may be determined by Eogea in its sole and absolute discretion. You may terminate your participation and status as a User at any time and for any reason by sending a written notice of termination to Eogea. Eogea may also terminate your participation in the Program and status as a User at any time and for any reason, effective upon transmission of notice to you at the email address you provide to Eogea. If your participation in the Program and status as a User is terminated by Eogea, you agree not to use the Website any further.
This Agreement, accepted upon use of the Website and further affirmed by becoming a User, contains the entire agreement between you and Eogea regarding the use of the Website or the Program. This Agreement may not be orally amended. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.