ShareChange – Terms and Conditions
Terms and Conditions
ShareChange Opportunities Foundation
Last updated on June 27, 2022
Each of ShareChange Inc., a business corporation incorporated under the laws of Canada, and ShareChange Opportunities Foundation, a not-for-profit corporation incorporated under the laws of Canada (collectively “ShareChange”, “we”, “us” and terms of similar meaning) provides this website and any web-platform, application, or software made available through the website (collectively, the “Platform”) and the related services made available through the Platform (the “Services”), to you subject to these terms of use (these “Terms”).
Please read through these Terms carefully before using the Platform. By accessing, using or browsing the Platform you agree to be legally bound by these Terms and all terms, policies and guidelines incorporated by reference in these Terms. If you do not agree with these Terms in their entirety, you may not use the Platform.
If the individual accepting these Terms is accepting on behalf of a company or legal entity, such individual represents that they have the authority to bind such entity and its affiliates to these Terms. If the individual accepting these Terms does not have such authority, or does not agree with these Terms, such individual must not accept these Terms and may not use the Services.
1. ShareChange Services
ShareChange is a social enterprise that facilitates the allocation of funds donated through the Platform by donors (“Donors”) to be loaned by ShareChange to benefacting borrowers (“Borrowers”) with administrative support from local micro-finance organizations (“Local Administrators”) to create opportunities for individuals and small businesses living in underbanked communities around the world. The loan is made pursuant to the terms of a separate funding agreement (“Funding Agreement”).
Both Donors and the authorized users of such Local Administrators are described as “Users” of the Platform.
Users of the Platform understand that no contractual relationships are formed between each respective party upon use of the Services. Donors understand that the amounts given to ShareChange in connection with the Services do not constitute a loan.
Donors further understand that any funds repaid by the Borrower to ShareChange in connection with a loan entered between the Borrower and ShareChange will be managed by ShareChange for the furtherance of the Services, and may either (i) be made available as a credit on a Donor’s User Account for reallocation to a subsequent Borrower through the Platform, or (ii) be redistributed by ShareChange in its sole discretion.
Donors further understand that the ultimate benefactors of funds are considered high risk for a number of factors, including but not limited to a Borrower’s lack of credit history, business experience, or geographic factors such as general market instability or foreign exchange rate fluctuations. As such, the Donor understands that the funds delivered via ShareChange may not meet the expectations of the Donor nor a benefacting Borrower.
Donors acknowledge that ShareChange may be required to use, or make available, services provided by third party service providers, including but not limited to the Local Administrators for the purpose of facilitating the Services. You agree that ShareChange has no liability arising from the use of any Services made available by any third party service providers.
2. Privacy Policy
Please refer to ShareChange’ privacy policy by clicking here (the “Privacy Policy”) for information on how ShareChange collects, uses and discloses personally identifiable information from Users. By using the Platform, you agree to our use, collection and disclosure of personally identifiable information in accordance with the Privacy Policy.
3. User Accounts
To use the Platform, Users must register for a user account (“User Account”). Upon registering for a User Account, you agree to: (a) provide accurate, current and complete information as may be prompted by any registration forms on the Platform (“Registration Data”); (b) maintain the security of your password; (c) maintain and promptly update the Registration Data, and any other information you provide to the Platform, and to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information provided to the Platform. You are responsible for all activity on your User Account, including the activity performed on the Platform by an agent, representative, employee (including former employees who maintained access to the Services), or any other person acting on your behalf of such User. Where posting content on behalf of another individual or entity, you must also ensure the receipt of all requisite consents and permissions. You shall at all times be responsible and liable for all actions conducted through and related to your User Account.
4. Payment, Fees, Charges, Taxes
Donors can pay their contributions via credit card on the Platform. Any financial information which we collect will be safely and privately stored in accordance with our Privacy Policy.
Fees and other charges for the Services are described on the Platform and may be further described in a Funding Agreement or on the Platform. You are responsible for all taxes applicable to the fees and charges in any applicable jurisdiction.
5. Disbursement Process and Repayment of Loans Between Borrowers and ShareChange
The terms dictating the repayment obligations of a Borrower shall be further described in a Funding Agreement. Upon the repayment of a loan made to a Borrower, such funds may be made available for reallocation to subsequent Borrowers at the discretion of ShareChange, with possible opportunities for input made by Donors, where further described on the Platform.
ShareChange and its Local Administrators shall have no liability whatsoever with respect to the screening or selection of Borrowers or Local Administrators as well as the disbursement of donated amounts to Borrowers, and you agree to hold ShareChange and its Local Administrators harmless from any and all liabilities arising from, or with respect to, such screenings, selections, and disbursements.
6. Funding Opportunities Subject to Change
The Platform invites Donors to select causes meriting financial contributions. The availability of such causes or their respective representatives such as Borrowers are subject to change, however. If a funding opportunity or service becomes unavailable for whatever reason after a donation is given, ShareChange may terminate the transaction by giving you written notice or may redistribute the donated amounts to other causes on the Platform. In such event, ShareChange will contact you to arrange the provision of credit against future capital allocations.
Donors may be given opportunities to indicate where they would prefer their donations to be directed, such as geographic region or the type of activity the funds will support. How donations will be used is ultimately at the discretion of ShareChange.
7. License to Use the Platform and License Restrictions
In these Terms the ShareChange content on the Platform and Services, including all information, data, logos, marks, designs, graphics, documents, recordings, pictures, sound files, other files, and their selection and arrangement, is called “Content”.
ShareChange grants to you a revocable, non-exclusive, non-sublicensable license to use the Platform and the Services and to view the Content available to you through the Platform (“License”).
Other than as expressly permitted in these Terms, and as may be further described in a Funding Agreement, the License is subject to the following restrictions and account terms:
(a) The Content and Services we provide through the Platform are for your use only. You may not resell, lease or provide them in any other way to anyone else, except as permitted through the Platform.
(b) You may not make or distribute copies of the Platform, Services or Content or reproduce, distribute or display the Platform, Services or any Content (except for page cacheing) except as expressly permitted in these Terms.
(c) You may not modify or create derivative works based on the Platform, Services or Content.
(d) You may not use the Platform, Services or Content for any application deployment or ultimate production purpose.
(e) You may not use the Platform, Services or Content to develop any application, website or product having the same or similar primary function as the Platform, Services or Content.
(f) You may not remove or modify any copyright, trademark or other proprietary notices that have been placed in the Platform, Services and/or Content.
(g) You may not otherwise use the Platform, Services or Content other than for its intended purpose.
(h) You may not use any data mining, robots or similar data gathering or extraction methods.
(i) Your use of the Platform, Services and Content must not infringe or violate the rights of any other party, breach any contract or legal duty to any other parties or violate any applicable law.
(j) You have reached the age of majority in the province, state, or country where you are resident, and you can form legally binding contracts under applicable law.
(k) Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise.
The licenses in this Section are revocable by ShareChange at any time.
8. Ownership, Copyright and Trademarks
Content provided by Users on the Platform or otherwise sent to ShareChange to be posted on the Platform is called “User Content”. User Content is the property of its respective owners or licensors (e.g. the User that inputted it or the party authorizing such publication). User Content on the Platform may include a comment, biography, review, rating, information, data, images, videos, sounds and other data uploaded by a User to the Platform. Your User Content is your responsibility. You are solely responsible for maintaining copies of and replacing any User Content you send to ShareChange to post or store on the Platform and/or that you, personally, post or store on the Platform. We have no responsibility or liability for it, or for any loss or damage your User Content may cause to you or other people. Although we have no obligation to do so, we have the absolute discretion to remove, screen or edit, without notice, any User Content posted or stored on the Platform, and we may do this at any time and for any reason. ShareChange’ only right to use that User Content is the limited licenses to it granted in these Terms. Those licenses are described in Section 12 of these Terms.
Other than User Content, the Services, the Platform, all Content and any other software used to create and operate the Platform is the property of ShareChange or its licensors, and is protected by Canadian and international copyright laws, and all rights to the Platform, the Services, such Content and such software are expressly reserved. All trademarks, registered trademarks, product names and company names or logos mentioned in the Platform are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by ShareChange.
You may only use the Platform and Services for the purposes expressly permitted on the Platform. In particular, you may not use the Platform or Services or your access to our technology or any of our intellectual property rights, whether for yourself or for any other person, to research, develop or create, or to facilitate any of the foregoing by itself or any other person, any service or technology or product that competes with the Platform or Services or any other service provided through our technology or the Platform or Services, or that is similar thereto.
9. User Guidelines
The Platform and the Services are not made available to minors, and User Content submitted to any public area of the Services will be considered non-confidential. Furthermore, Users agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Services, or seek funding in association with any of the following:
- Any message, data, information, text, music, sound, photos, graphics, code or other material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, racist, prejudiced, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable in the sole opinion of ShareChange;
- Content that ShareChange determines in its sole opinion is intended to “spam” or “phish” from other Users, including the posting of content outside of appropriate categories or feeds;
- Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or that would otherwise create liability or violate any local, provincial, state, national or international law;
- Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
- Private information of any third party, including without limitation, addresses, phone numbers, email addresses and credit card numbers, unless that third party has expressly consented to such use;
- Viruses, corrupted data or other harmful, disruptive or destructive files; or
- Content that is unrelated to the use of the Services.
Users also agree that the Services cannot be used in connection with any of the following forms of content or activities: drugs or drug paraphernalia, tobacco, marijuana products, weapons, pornography, prostitution, or nudity.
ShareChange further reserves the right to restrict prospective Users from submitting content or endorsing or seeking funding in association in relation to activities that are objectionable or which restricts or inhibits any other person from using or enjoying the Platform or the Services, or which may expose ShareChange or its affiliates or its Users to any harm or liability of any type.
Any use of the Platform or the Services in violation of the foregoing violates the Terms and may result in, among other things, termination or suspension of your rights to use the Platform or the Services.
10. Third Party Platforms, Content, and Software
The Platform may contain links to third-party websites (“Third-Party Platforms”) and third-party content including but not limited to software (“Third-Party Content”). You use links to Third-Party Platforms and any Third-Party Content or service provided there at your own risk. ShareChange does not monitor or have any control over, and makes no claim or representation regarding, Third-Party Content or Third-Party Platforms. ShareChange provides access to such content only as a convenience, and a link to a Third-Party Platform or Third-Party Content does not imply ShareChange’ endorsement, adoption or sponsorship of, or affiliation with, such Third-Party Platform or Third-Party Content. ShareChange accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, Third-Party Content, Third-Party Platforms, or websites linking to the Platform. When you leave the Platform, our terms and policies no longer govern. ShareChange also provides no warranty or guarantee concerning the services provided and makes no representations concerning the expected outcome(s) of any services procured.
You should review applicable terms and policies, including, without limitation, privacy and data gathering practices, of any Third-Party Platform or Third-Party Content provider, and you should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. Users wishing to view a Third-Party service provider’s engagement form or terms of service may request a copy by writing to info@sharechange.foundation.
ShareChange or the Platform may also provide or contain the ability to integrate the Services with Third Party Content, third party software and/or open-source software, which may be subject to third party licenses and require notices and/or additional terms and conditions (“Third Party Licenses”). These Third Party Licenses are made a part of and incorporated into these Terms. By accepting these Terms, Users are also accepting the Third Party Licenses. Users who wish to view such Third-Party Licenses may request a copy by writing to info@sharechange.foundation.
Users agree that ShareChange has no liability arising from the use of any offerings or integrations made available via Third Party Content, Third Party Platforms, third party software, open source software and related services. ShareChange may modify or cancel the offerings or integrations at any time, without notice.
11. Advertisements and Promotions
ShareChange may run advertisements and promotions from third parties on the Platform. Your business dealings or correspondence with, or participation in promotions of advertisers other than ShareChange, and any terms, conditions, warranties or representations associated with such dealings are solely between you and such third party. ShareChange is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third-party advertisers on the Platform.
12 .Your Limited License of Your User Content to ShareChange
We do not claim any ownership interest in your User Content, but we do need the right to use your User Content to the extent necessary to operate the Platform and provide the Services, now and in the future. For example, if you leave a comment on a blog post or publish User Content, either directly on the Platform yourself or by sending such materials to ShareChange, we need your license to display that User Content on the Platform, and we need the right to sublicense that User Content to our other Users so that they can view that User Content.
Therefore, by posting or distributing User Content to ShareChange and/or to or through the Services, you (a) grant ShareChange and its affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate and create derivative works from such User Content, in the manner in and for the purposes which the Platform and/or Services from time to time use such User Content; (b) represent and warrant that (i) you own and control all of the rights to the User Content, or otherwise have the lawful right to post and distribute that User Content, to or through the Platform and/or Services; and (ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity.
If your User Content is intended for the use of other Users, you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicense such User Content to such Users for their use in connection with their use of the Platform and/or Services, as described in this Section.
These licenses from you are non-exclusive because you have the right to use your User Content elsewhere. They are royalty-free because we are not required to pay you for the use of your User Content on the Platform and/or Services. And they are transferable because we need the right to transfer these licenses to any successor operator of the Platform and/or Services. Our rights to “modify, adapt, translate, and create derivative works from” are necessary because the normal operation of the Platform and/or Services does this to your User Content when it processes it for use in the Platform and/or Services.
13. Warranty Disclaimer
SHARECHANGE MAKES NO REPRESENTATION, WARRANTY, COVENANT OR GUARANTEE THAT ANY FUNDS RECEIVED IN RELATION TO THE SERVICES WILL BE REPAID IN WHOLE OR IN PART, AND SUCH CONTRIBUTIONS ARE TO BE TREATED AS PHILANTHROPIC donations IN NATURE WITH NO ANTICIPATED RETURN, AND AS SUCH, CANNOT BE CONSIDERED AS AN INVESTMENT, FINANCIAL InsTRUMENT, OR SECURITY. AS SUCH, FUNDS PROVIDED BY DONORS SHALL NOT BE DEEMED CANCELLABLE OR REFUNDABLE.
The Platform, SERVICES, Content, INFORMATION, and the Services are provided to you on an “as is” basis without warranties from SHARECHANGE of any kind, either express or implied. sharechange expressly disclaims all other warranties, express or implied, including without limitation implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.
The Platform, SERVICES, Content, INFORMATION, and the Services are provided to you for informational purposes only and should not be relied up on as accurate, complete, timely or fit for any particular purpose. SHARECHANGE DOES NOT REPRESENT OR WARRANT THAT THE CONTENT OR SERVICES, INCLUDING, WITHOUT LIMITATION, INFORMATION PROVIDED THROUGH USE OF THE SERVICES OR THE SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION AS TO THE ACCURACY OR PROPRIETARY CHARACTER OF THE SITE, THE SERVICES, THE CONTENT OR ANY PORTION THEREOF. SHARECHANGE DOES NOT WARRANT, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY SERVICES, OR ANY PORTION THEREOF, INCLUDING THIRD PARTY CONTENT, PROMOTED OR SOLD ON THE SITE. SERVICES, INCLUDING SERVICES OFFERED BY THIRD PARTY SERVICE PROVIDERS, MAY BE UNAVAILABLE OR DISCONTINUED. SHARECHANGE MAY PROVIDE ADDITIONAL DISCLAIMERS ON THE SITE OR THROUGH THE SERVICES, EMAIL OR OTHER CORRESPONDENCE TO YOU, THE PRODUCT(S) THEMSELVES OR IN AND/OR ON THE MEDIUM IN WHICH DELIVERED.
SHARECHANGE FURTHER DISCLAIMS ANY WARRANTIES, WHETHER EXPRESS OR IMPLIED, IN RELATION TO ANY SERVICES PROVIDED VIA THIRD PARTY SERVICE PROVIDERS, INCLUDING BUT NOT LIMITED TO INTERMEDIARY LENDERS, AND SHARECHANGE DOES NOT GUARANTEE OR WARRANT ANY OUTCOMES THAT MAY ARISE BY CONSEQUENCE OF SUCH SERVICES.
14. Limitation of Liability; Indemnity
You waive and shall not assert any claims or allegations of any nature whatsoever against ShareChange, its affiliates or subsidiaries, their contractors, vendors or other partners, any of their successors or assigns, or any of their respective officers, directors, agents or employees (collectively, the “Released Parties”) arising out of or in any way relating to your use of the Platform, Services or Content, including, without limitation, any claims or allegations relating to the alleged infringement of proprietary rights, alleged inaccuracy of Content, or allegations that any Released Party has or should indemnify, defend or hold harmless you or any third party from any claim or allegation arising from your use or other exploitation of the Platform. You use the Platform and Services at your own risk.
Without limitation of the foregoing, neither ShareChange nor any other Released Party shall be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to personal/bodily injury (including death) arising out of your use of the Platform or Services, loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of the Platform, Services or Content, including without limitation any damages caused by or resulting from your reliance on the Platform, Services Content or other information obtained from ShareChange or any other Released Party or accessible via the Platform, or that result from mistakes, errors, omissions, interruptions, deletion of User Content or other data, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction or unauthorized access to the Platform, any User, or any other Released Party’s records, programs or services.
You shall defend, indemnify and hold harmless ShareChange and the other Released Parties from any loss, damages, liabilities, costs, expenses, claims and proceedings arising out of your use of the Platform and Services and from the use of the Platform and Services by any person to whom you give access to your account.
15. Communications
Notices that we give you may be provided in any of the following ways. First, we may e-mail you or send you a text message/SMS at the contact information you provide to us. Second, we may post the notice elsewhere on the Platform. When we post notices on the Platform, we post them in the area of the Platform suitable to the notice. It is your responsibility to periodically review the Platform for notices.
16 .Applicable Law and Venue
The Platform is controlled by ShareChange and operated by it from its offices in Ontario. You and ShareChange both benefit from establishing a predictable legal environment in regard to the Services. Therefore, you and ShareChange explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Platform and Services will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
Except where prohibited by applicable law, any claim, dispute or controversy (whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether preexisting, present or future) arising out of or relating to (a) these Terms; (b) the Platform, Services or Content; (c) oral or written statements relating to these Terms or to the Platform and/or Services; or (d) the relationships that result from these Terms or the Platform, Services or Content (collectively, a “Claim”) will be referred to and determined by a sole arbitrator (to the exclusion of the courts). Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against ShareChange related to any Claim and, where applicable, you also agree to opt out of any class proceedings against ShareChange. If you have a Claim, you should give written notice to arbitrate at the address specified below. If we have a Claim, we will give you notice to arbitrate at the contact information provided upon use of the Services or Platform. Arbitration will be conducted by one (1) arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in the Province of Ontario.
To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in Toronto, Ontario. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.
If you choose to access the Platform and/or Services from locations other than Ontario, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify ShareChange and the other Released Parties for your failure to comply with any such laws.
17. Termination/Modification of License and Platform Offerings
Notwithstanding any provision of these Terms, ShareChange reserves the right, without notice and in its sole discretion, without any notice or liability to you, to (a) terminate your License to use the Platform and/or the Services, or any portion thereof; (b) block or prevent your future access to and use of all or any portion of the Platform, Services or Content; (c) change, suspend or discontinue any aspect of the Platform, Services or Content; and (d) impose limits on the Platform, Services or Content. When your account is terminated, any User Content you have uploaded or have sent to ShareChange to upload to the Platform may remain on the Platform.
If these Terms expire or terminate for any reason, Sections 7, 8, 12, 14, 16, 19, and any representation or warranty you make in these Terms, shall also survive indefinitely.
18. Modification of Terms
ShareChange reserves the right to change or modify any of the terms and conditions contained in these Terms, or any policy or guideline applicable to the Platform and/or Services, at any time and in its sole discretion. If we do so, we will post a notice in the Platform visible to you the next time you access the Platform. If you do not agree with the changes, your only remedy is to cease use of the Platform and Services and cancel your account with us without further obligation, if you have one. Unless otherwise specified, any changes or modifications will be effective immediately upon posting of the revisions on the Platform, and your continued use of the Platform and Services after such time will constitute your acceptance of such changes and/or modifications. You should from time to time review the Terms and any policies and documents incorporated in them to understand the terms and conditions that apply to your use of the Platform and Services. The Terms will always show the ‘last updated’ date at the top. If you do not agree to any amended Terms, you must stop using the Platform and Services.
19. Miscellaneous
If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. ShareChange may assign any or all of its rights hereunder to any party without your consent. You are not permitted to assign any of your rights or obligations hereunder without the prior written consent of ShareChange, and any such attempted assignment will be void and unenforceable. These Terms constitute the entire agreement between you and ShareChange regarding your use of the Platform and Services, and supersede all prior or contemporaneous communications whether electronic, oral or written between you and ShareChange regarding your use of the Platform and Services. The parties confirm that it is their wish that these Terms, as well as any other documents relating to this Terms, including notices, have been and shall be drawn up in the English language only. Les parties reconnaissent avoir convenue que la présente convention ainsi que tous documents, avis et procédures judiciaires qui pourront être exécutés, donnés ou intentées à la suite des présentes ou ayant un rapport, direct ou indirect, avec la présente convention soient rédigée en anglais.
- Questions and Comments
If you have any questions regarding these Terms or your use of the Platform and/or Services, please contact us here:
