Last updated October 1st, 2016
These terms of service (“Terms”) constitute an agreement between you and TimeKeeper LLC (“TimeKeeper”) and govern your access to and use of any websites, content, mobile applications, products or services owned, operated or provided by TimeKeeper (collectively, the “Site”).
a) By accessing or using the Site, you agree to these Terms. If you do not agree to these Terms, you may not access or use the Site.
b) TimeKeeper may amend these Terms at any time, in its sole discretion. Any such amendments will be effective immediately upon TimeKeeper’s notice to you thereof, which notice TimeKeeper may give you by posting the updated Terms to the Site, by email or by any other reasonable means. Any access or use of the Site by you after such notice has been given will constitute your acceptance of such amendments.
c) Additional terms or policies, as established or modified from time to time by TimeKeeper in its sole discretion, may apply to your access or use of the Site. Any such additional terms or policies will be effective immediately upon TimeKeeper’s notice to you thereof, which notice TimeKeeper may give you by posting the additional terms or policies to the Site, by email or by any other reasonable means. Any such additional terms or policies are hereby incorporated by reference into these Terms. In the event of any conflict between any such additional terms or policies and these Terms, these Terms will control.
TimeKeeper’s mission is to help improve local communities by (i) providing an application where users can request, provide and receive volunteer services (such users, “Individual Users” and such services, “Volunteer Services”) and (ii) providing tools and support for users affiliated with a community or organization that manages its own volunteer services network (such users, “Community Users”).
Functionality for Individual Users: TimeKeeper keeps track of the time that Individual Users spend performing Volunteer Services, in whole hour increments (“Hours”), and allows Individual Users to exchange Hours in connection with providing and receiving Volunteer Services. TimeKeeper may grant additional Hours to, or deduct additional Hours from, Individual Users based on such criteria as TimeKeeper may establish from time to time in its sole discretion. TimeKeeper may partner with other timebanking communities or organizations to reflect an aggregate number of Hours received and exchanged by Individual Users across different timebanking communities. Hours are not a form of currency, have no monetary value and may not be exchanged for money. TimeKeeper may charge Individual Users fees for certain features or services in accordance with fee schedules posted from time to time by TimeKeeper to the Site.
Functionality for Community Users: TimeKeeper provides Community Users with tools and support to manage their own timebanking communities (“Tools”), whether or not their community members are registered with TimeKeeper as Individual Users. TimeKeeper charges fees for the Tools in accordance with fee schedules posted from time to time by TimeKeeper to the Site.
a) In order to use the Site, you must complete the registration process by providing TimeKeeper with certain information as prompted by the applicable registration form(s). You represent that all such information is true, accurate and complete as of the time of registration, and you agree to update your information as necessary to maintain its truth, accuracy and completeness.
b) You agree to choose a strong and secure password and keep your password secure and confidential. You agree to notify TimeKeeper immediately of any unauthorized use of your account or any other breach of security with respect to your access to or use of the Site.
c) You must be at least 18 years old to use the Site. By completing the registration process, you represent that you are 18 years of age or older.
d) Your TimeKeeper account is personal you. You may not create more than one account as an Individual User. You may not create more than one account per community or organization as a Community User. You may not transfer any of your account rights to any other person, including other TimeKeeper users, without TimeKeeper’s written consent. You are solely responsible for any activity that occurs through your account.
e) You are solely responsible for obtaining and maintaining all hardware, software and other equipment and internet, network, data and other services needed for access to and use of the Site and all charges related thereto.
a) TimeKeeper may terminate, cancel, deactivate or suspend your account or access to or use of the Site (or any portion thereof), at any time, for any violation of these Terms or any other any reason, in TimeKeeper’s sole discretion, without any prior notification. Upon any such termination, cancellation, deactivation or suspension, your access to account information may be restricted or terminated. The Site is not a backup service, and you are solely responsible for backing up and maintaining duplicate copies of your content.
b) TimeKeeper may discontinue, modify or alter any aspect, feature or policy of the Site, at any time, in TimeKeeper’s sole discretion.
c) TimeKeeper reserves the right (but has no obligation) (i) to monitor any content you post to the Site to determine compliance with these Terms and to satisfy any law, regulation, or government request, (ii) to remove from the Site any content you post for any violation of these Terms or any other any reason, in TimeKeeper’s sole discretion, without any prior notification, and (iii) to report any suspected fraudulent, abusive, or illegal activity to appropriate law enforcement authorities.
d) You may terminate your account at any time by email notice to TimeKeeper. THERE ARE NO REFUNDS OR CREDITS FOR EARLY TERMINATION OF YOUR ACCOUNT.
a) You agree to use the Site for its intended purpose, which is to promote positive social interactions, complete exchanges, contribute to the collaborative economy and support local communities.
b) In connection with your access to or use of the Site, you will not do any of the following:
c) If you are a Community User, you will use your best efforts to make sure that your community adheres to the standards described in this Section 6.
a) TimeKeeper may provide certain features that allow users to transmit, post, or share content, including text, graphic and pictorial works, on, to or through the Site (“User Submissions”). User Submissions are displayed for informational purposes only and are not controlled by TimeKeeper. TimeKeeper cannot guarantee any anonymity or confidentiality with respect to any User Submissions.
b) TimeKeeper makes no representations that it will publish or make available on or through the Site any User Submissions, and reserves the right (but has no obligation) to refuse to allow any User Submission on the Site, or to edit or remove any User Submission at any time, without any prior notification. Without limiting the generality of the preceding sentence, TimeKeeper may remove User Submissions in accordance with its Digital Millennium Copyright Act Policy.
c) By transmitting, posting or sharing any User Submission, you hereby grant to TimeKeeper and its affiliates, sublicensees, partners, designees, and assignees (collectively, the “TimeKeeper Licensees”) a worldwide, non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, sublicensable (through multiple tiers) and transferable license, under all of your right, title and interest in and to such User Submission, to use, reproduce (including by making mechanical reproductions), distribute, modify, adapt, translate, prepare derivative works of, publicly display, publish, publicly perform, and otherwise exploit such User Submission, and any derivatives thereof, for any purpose, including marketing, promoting, and redistributing the Site, in any media format and through any media channel now known or hereafter discovered or developed.
d) You are solely responsible for your User Submissions and the consequences of transmitting, posting or sharing them. In connection with transmitting, posting or sharing any User Submission, you represent and warrant that: (i) you own such User Submission or otherwise have all necessary licenses, rights, consents, and permissions to use all patent, trademark, copyright, or other proprietary rights in and to such User Submission in the manner contemplated by these Terms and to grant the rights and licenses with respect to such User Submission as required hereunder, and (ii) neither your transmitting, posting or sharing such User Submission, nor TimeKeeper’s or any other TimeKeeper Licensee’s use of such User Submission in accordance with these Terms and the rights and licenses with respect thereto granted hereunder, does or will (w) infringe, violate, or misappropriate any third-party rights, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right of any third party; (x) cause injury to any third party; (y) violate these Terms or any applicable law or regulation; or (z) require obtaining a license from or paying fees or royalties to any third party, including any royalties to any agency, collection society, or other entity that administers such rights on behalf of others. TimeKeeper takes no responsibility and assumes no liability for your User Submissions.
e) When using the Site, you may be exposed to User Submissions of other users. TimeKeeper does not endorse and is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to any such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable. YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES THAT YOU MAY HAVE AGAINST TIMEKEEPER WITH RESPECT TO ANY USER SUBMISSION OF ANY OTHER USER.
f) If you provide TimeKeeper with any comments, bug reports, feedback, or modifications proposed or suggested to the Site (“Feedback”), TimeKeeper will have the right to use such Feedback at its discretion, including incorporation of such suggested changes into the Site. You hereby grant TimeKeeper a perpetual, irrevocable, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose.
a) TimeKeeper’s websites, content, mobile applications, products and services are owned or licensed by TimeKeeper. The visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and other similar elements or features of the Site (“Materials”) are protected by the copyright, trademark, patent and other intellectual property laws of the United States and other countries as well as applicable international conventions. Except for any content uploaded by users, all Materials are the intellectual property of TimeKeeper or its affiliates or third party partners. Without limiting the foregoing, the trademarks, service marks, and trade names used in connection with the Site are the intellectual property of TimeKeeper or its affiliates or third party partners. Except as expressly authorized by TimeKeeper, you will not sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise use the Materials or remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated into or accompanying any Materials.
b) Without limiting the foregoing, any software made available by TimeKeeper for download in connection with the Site is the copyrighted work of TimeKeeper or its partners, and any use of such software will be governed by the terms of the end user license agreement, if any, that accompanies or is included with such software. You will not be able to install any such software that is accompanied by or includes such a license agreement, unless you first agree to terms of such license agreement.
a) The Site may include links or access to third party websites, content, mobile applications, products or services (“Linked Sites”). TimeKeeper does not control, maintain or endorse any Linked Sites or any information, material, products, or services contained on or accessible through any Linked Sites, and TimeKeeper is in no way responsible for, and makes no express or implied warranties with regard to, any such information, material, products, or services. ACCESS AND USE OF LINKED SERVICES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SERVICES OR AVAILABLE THROUGH LINKED SERVICES, IS SOLELY AT YOUR OWN RISK.
b) Links to Linked Sites, including advertisements and promotions, may appear on the Site in any manner on, near or in conjunction with any of your User Submissions.
c) In order to access certain Linked Sites, you may be required to agree to the terms of service or other applicable policies, rules or conditions, including fees, of the third party providing such Linked Sites.
d) Except as set forth in paragraph (e) below, your interactions with other TimeKeeper users, members of other timebanking communities, providers of Linked Sites or any other third parties in any way arising out of or in connection with the Site, including any Volunteer Services, whether performed by or for you, are (i) solely between you and such other users, members, providers or other third parties and (ii) governed by the terms of any applicable agreements or understandings between you and such other users, members, providers or other third parties, not by these Terms. TimeKeeper will not be considered a party to any such agreements or understandings for any purpose. YOU AGREE THAT TIMEKEEPER WILL NOT BE RESPONSIBLE OR LIABLE TO YOU OR ANY OTHER PERSON FOR (X) ANY ACTIONS OR OMISSIONS OF ANY SUCH OTHER USERS, MEMBERS, PROVIDERS OR OTHER THIRD PARTIES OR (Y) ANY LOSS OR DAMAGE OF ANY SORT SUFFERED IN CONNECTION WITH OR AS A RESULT OF ANY SUCH INTERACTIONS.
e) If you are an Individual User, in connection with any Volunteer Services, whether performed by or for you, (i) you will adhere to the standards set forth in Section 6, (ii) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNLESS OTHERWISE AGREED BY YOU AND THE OTHER TIMEKEEPER USER FOR WHOM YOU ARE PERFORMING VOLUNTEER SERVICES OR WHO IS PERFORMING VOLUNTEER SERVICES FOR YOU, AS APPLICABLE, NEITHER YOU NOR SUCH OTHER USER (X) MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, WITH RESPECT TO SUCH ACTIVITIES, OR (Y) WILL BE LIABLE TO THE OTHER FOR ANY LOSS, DAMAGE OR INJURY OF ANY KIND, INCLUDING WITH RESPECT TO BODILY INJURY, PHYSICAL HARM, ILLNESS, DEATH OR PROPERTY DAMAGE, ARISING OUT OF SUCH ACTIVITIES, EXCEPT IN CASE OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.
You hereby consent to receiving electronic communications from TimeKeeper relating to your account, including Hour information, change of password notices, confirmation emails and other transactional information. These communications may be made by email, to the email address provided by you in the registration process, or by posting to the Site. You agree that any notices, agreements, disclosures or other communications that TimeKeeper sends to you electronically will satisfy any legal communication requirements, including that such communications be in writing. You should maintain copies of electronic communications by printing a paper copy or saving an electronic copy. You also consent to receiving certain other communications from us, such as newsletters about TimeKeeper products and services, special offers, promotional announcements and customer surveys via email or other methods. If you no longer want to receive certain non-transactional communications, you may update your communication preferences accordingly.
YOUR ACCESS TO AND USE OF THE SITE IS AT YOUR SOLE RISK AND RESPONSIBILITY.
THE SITE IS PROVIDED “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS.” TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TIMEKEEPER AND ITS AFFILIATES AND PARTNERS, AND ITS AND THEIR OWNERS, MANAGERS, EMPLOYEES AND AGENTS (COLLECTIVELY, THE "TIMEKEEPER PARTIES"), HEREBY DISCLAIM AND EXCLUDE ALL WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. WITHOUT LIMITING THE FOREGOING, THE TIMEKEEPER PARTIES DO NOT MAKE, AND HEREBY DISCLAIM AND EXCLUDE, ANY REPRESENTATION OR WARRANTIES (I) THAT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKES IT AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (II) THAT ANY VOLUNTEER SERVICES WILL CONFORM TO ANY REPRESENTATIONS THEREOF MADE BY ANY PERSON OR BE SAFE, APPROPRIATE OR USEFUL FOR ANY PURPOSE; (III) THAT THE TOOLS OR ANY OTHER INFORMATION PROVIDED OR TRANSMITTED IN CONNECTION WITH THE SITE WILL BE COMPLETE, ACCURATE, APPROPRIATE OR USEFUL FOR ANY PURPOSE; OR (IV) THAT ANY INFORMATION OR MATERIALS THAT YOU DOWNLOAD FROM OR IN CONNECTION WITH THE SITE WILL NOT CAUSE HARM TO YOUR COMPUTER SYSTEM OR LOSS OF DATA.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TIMEKEEPER PARTIES WILL NOT BE LIABLE TO YOU FOR, AND YOU HEREBY RELEASE THE TIMEKEEPER PARTIES FROM ANY RESPONSIBILITY OR CLAIMS FOR, ANY LOSS, DAMAGE OR INJURY OF ANY KIND, INCLUDING WITH RESPECT TO BODILY INJURY, PHYSICAL HARM, ILLNESS, DEATH OR PROPERTY DAMAGE, AND INCLUDING ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES, THAT IN ANY WAY ARISES OUT OF OR IN CONNECTION WITH (A) THE SITE OR YOUR USE THEREOF OR ACCESS THERETO; (B) ANY TOOLS OR OTHER INFORMATION PROVIDED OR TRANSMITTED IN CONNECTION WITH THE SITE; (C) ANY USER SUBMISSIONS; (D) ANY ACTS OR OMISSIONS OF ANY OTHER USER OR THIRD PARTY IN CONNECTION WITH THE SITE, INCLUDING ANY VOLUNTEER SERVICES; (E) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE TIMEKEEPER PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY THIRD PARTY'S USE OF THE SITE; (F) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS WITH RESPECT TO YOUR OR ANY THIRD PARTY’S USE OF THE SITE; (G) ANY ERRORS OR OMISSIONS IN THE OPERATION OF THE SITE, OR ANY LOSS OF CONTENT OR OTHER DATA IN CONNECTION WITH THE SITE; OR (H) ANY DAMAGE TO YOUR OR ANY OTHER PERSON’S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY (INCLUDING 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 OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION) AS A RESULT OF USING OR ACCESSING THE SITE, INCLUDING IN EACH CASE ((A) THROUGH (H)) DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE TIMEKEEPER PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SERVICES).
Section 1542 of the California Civil Code provides that:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THIS RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE OTHER PARTY."
YOU HEREBY EXPRESSLY WAIVE ALL RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542 (OR ANY SIMILAR LAW OF ANY OTHER JURISDICTION) WITH RESPECT TO THE MATTERS DESCRIBED IN THE FIRST PARAGRAPH OF THIS SECTION. This waiver extends to and includes any and all claims, liabilities, injuries, damages, and causes of action that you do not presently anticipate, know, or suspect to exist, but that may develop, accrue, or be discovered in the future.
TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OF LIABILITY SET FORTH ABOVE, YOU AGREE THAT THE TOTAL LIABILITY OF THE TIMEKEEPER PARTIES TO YOU FOR ALL LOSSES, DAMAGES OR INJURIES DESCRIBED IN THE FIRST PARAGRAPH OF THIS SECTION WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT PAID BY YOU TO TIMEKEEPER IN CONNECTION WITH YOUR USE OF OR ACCESS TO THE SITE OR (B) ONE HUNDRED DOLLARS ($100.00).
You agree to indemnify and hold harmless the TimeKeeper Parties from and against any claims, losses, damages, liabilities, including attorneys’ fees, arising out of or in connection with any third party claim arising out of or in connection with (a) your access to or use of the Site; (b) if you are an Individual User, your Volunteer Services; (c) if you are a Community User, your use of the Tools or any other acts or omissions in the management of your timebanking community; (d) your User Submissions; (e) your breach or alleged breach of these Terms; (e) your violation of any rights of any third party, including any intellectual property right, publicity, confidentiality, property or privacy right; (f) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including all regulatory, administrative and legislative authorities; or (g) any misrepresentation made by or inaccurate information provided by you.
a) These Terms will be governed in all respects by the laws of the State of California, without regard to conflict of law provisions. Any claim or dispute against TimeKeeper must be resolved by a court located in Oakland, California, and you hereby agree to submit to the personal jurisdiction of such courts for the purpose of litigating all such claims or disputes.
b) TimeKeeper may assign any or all of its rights or obligations hereunder without your consent or any notice to you. You may not assign any of your rights or obligations hereunder, whether voluntarily or by operation of law, without the prior written consent of TimeKeeper. Any purported assignment without such prior written consent will be null and void. Subject to the foregoing, these Terms will inure to the benefit of the parties’ successors and assigns.
c) If any provision of these Terms is held to be unenforceable under applicable law in any context, such provision will be deemed limited or modified to the minimum extent necessary to render it enforceable under applicable law in such context, in a manner that results in an interpretation most closely approximating the intention expressed herein, and the remainder of these Terms will remain in full force and effect.
d) The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
e) These Terms (including any additional terms or policies incorporated by reference herein) are the entire agreement between you and TimeKeeper relating to the subject matter hereof and supersede any previous written or oral agreements between you and TimeKeeper with respect to such subject matter.
f) ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
g) No waiver of any of these Terms by TimeKeeper is binding unless authorized in writing by an executive officer of TimeKeeper. In the event that TimeKeeper waives a breach of any provision of these Terms, such waiver will not be construed as a continuing waiver of other breaches of the same nature or other provisions of these Terms, and will in no manner affect the right of TimeKeeper to enforce the same at a later time.
© 2016 TimeKeeper LLC. All rights reserved.