SUPPORTING YOUTH FAMILY CLUB TERMS OF USE AND MEMBERSHIP AGREEMENT

I. INTRODUCTION

SY Family Club Agreement

 

SUPPORTING YOUTH FAMILY CLUB TERMS OF USE AND MEMBERSHIP
AGREEMENT

I.
INTRODUCTION

These Terms of Use and Membership
Agreement govern a club member’s (“You” or “Member”) membership in and
relationship with The Supporting Youth Family Club (the “Club”), and is
effective as of the date you indicate assent or agreement to these Terms of Use
and Online Membership Agreement.  The Club is a division of SY Charities, Inc.
(“SYC”).  SYC is a Utah nonprofit corporation located in Davis County, Utah
which is qualified as exempt from federal income tax under Section 501(c)(3) of
the Internal Revenue Code3 (“IRC”) and classified as a public charity under URC
Sections 509(a)(1) and 170(b)(1)(A(vi).  The purpose of the Supporting Youth
Family Club is to assist families and youth in fundraising activities to
support involvement in positive youth activities that help youth develop
self-esteem, self-confidence, self-worth, and other positive attributes.  By
joining the Club, Member agrees to follow and be bound by these Terms.  By
joining the Club, or accessing any of the membership services, Member agrees to
be bound by this Agreement and any amendments thereto, that Member is of legal
age to enter into these Terms, or, if not, that Member has obtained parental or
guardian consent to enter into these Terms.  READ THIS AGREEMENT CAREFULLY
BEFORE JOINING OR USING ANY CLUB SERVICES (“MEMBERSHIP SERVICES”), AS THIS
AGREEMENT MAY AFFECT YOUR LEGAL RIGHTS.  IF YOU DO NOT AGREE TO THESE TERMS,
ANY USE OF THE CLUB OR MEMBERSHIP SERVICES IS PROHIBITED AND UNAUTHORIZED.

The Club may update these Terms
from time to time by notifying Member of such changes by any reasonable means,
including by posting revised Terms through the Club website.  Any such changes
will not apply to any dispute between Member and the Club prior to the date on
which the Club posted the revised Terms incorporating such changes or otherwise
notified Member of such changes.  By continuing membership or use of the Club
after the Club posts any changes, Member is deemed to have accepted the updated
Terms, with or without express consent.

II.
MEMBERSHIP AND REGISTRATION

There is no fee to join the
Club.  Membership in the Club entitles Member and Member’s family to
participate in various fundraising activities and receive fundraising services
offered by the Club. Members must be 18 years of age or older and have a valid
form of government-issued identification.  Member certifies that any personal
information or other content Member provides to the Club is accurate and
complete. Members may be asked to register to use the Membership Services.
Member will choose a unique identifier and password.  Member is responsible for
ensuring the continued accuracy, security, and confidentiality of this
information. Member may also be asked to provide billing information, which
will be subject to the same requirements of accuracy, security, and
confidentiality.  Providing false or inaccurate information, or using the
Membership Services to further fraud or unlawful activity is grounds for immediate
termination of this Agreement.

The Club reserves the right to
accept, refuse, or revoke membership with or without cause at any time at its
sole discretion.

III.
MEMBER CONSENTS

Member agrees and verifies that
all of the information they have given to Club and its representatives is
accurate, up to date, and without the omission of any requested information.
Member agrees and verifies that even if Member has omitted any necessary
personal information, whether knowingly or unknowingly, they will hold the Club
and SYC harmless against all liability for any damages that may occur to Member
or others because of Member’s actions or inactions.  Member agrees to notify
the Club and SYC of any changes concerning their personal information.

IV.
INTELLECTUAL PROPERTY; USE OF WEB PORTAL

The Club’s website and various
printed materials contain images, illustrations, designs, icons, photographs,
video clips, software and written and other materials (collectively, the
“Contents”) that may be subject to copyrights, trademarks, trade
dress and/or other intellectual property owned, controlled or licensed by the
Club, SY Charities, Supporting Youth, LLC, or one of their affiliates and may
be protected by U.S. and international copyright laws. The Club will create a
personalized web portal through which you can manage your fundraising
activities.  Through the web portal, Club members can receive donations and
payment for fundraising products. Subject to your compliance with these Terms,
and solely for so long as you are permitted by the Club, you may access, view,
download, and print the Contents for your personal, non-commercial use only;
provided, however, that you (1) retain all copyright, trademark, or other
proprietary designations contained on all Contents; (2) do not modify or alter
the Contents in any way except as expressly permitted; and (3) do not provide
or make available the Contents to any third party in a commercial manner.

Club members agree not to use the
Membership Services for any unlawful purpose or any purpose prohibited by this
Agreement.  Member agrees not to undertake any action which may damage the Club
or SYC in any way.  Member further agrees not to use the Club or Membership
Services: (a) to harass, abuse, or threaten others or otherwise violate any person’s
legal rights; (b) to violate any intellectual property rights of the Club or
any third party; (c) to upload or otherwise disseminate any computer viruses or
other software that may damage the property of another; (d) to perpetrate any
fraud; (e) to engage in or create any unlawful gambling, sweepstakes, or
pyramid scheme; (f) to publish or distribute any obscene or defamatory
material; (g) to publish or distribute any material that incites violence,
hate, or discrimination towards any group; (h) to unlawfully gather information
about others.

V.
USE AND DISTRIBUTION OF FUNDS

Through the Club, families can
earn money for the youth in their family through fundraising as Club members.  Fundraising
is primarily accomplished through direct product sales.  The money that is
donated or that Club members earn must be used to pay for costs directly
associated with approved youth programs, activities, and education. All funds
related to Club fundraising activities shall be paid to SY Charities, Inc. All
profit from products sold by Club members shall be credited to the selling Club
member’s account.  All purchase money shall be made payable to SY Charities,
Inc. Members may request that funds be distributed for an any amount not to
exceed the balance of the Member’s fundraising accounts.  All funds shall be
paid by SYC directly to the youth program or activity provider or
administrator.  Funds will only be distributed directly to Club members for
direct reimbursement of expenses upon express prior written approval.  SYC
shall retain an administrative fee of $2.50 per payment it makes on behalf of
Club members. All profit from products sold or offered directly by SYC. may be
used for charitable purposes consistent with SYC’s mission as required by Utah
State law.

VI.
PRODUCT SALES

Members raise funds primarily through re-selling products
sold or offered by SYC, its vendors, or affiliated entities.  Customers or
sponsors may purchase items either directly through SYC or through a Club
member.  All fundraising products sold by Member will be distributed to Member
through a Club Hub in each Club District. The Member is responsible for retrieving
products from the Club Hub and delivering the product to the purchaser.  The
Club makes no representations or warranties, express or implied regarding any
of the products offered for sale through the Club.

VII.
DISCLAIMERS

The Club hereby expressly
disclaims any and all responsibility for the actions, interactions, conduct,
communications or other relationships of any Club member through the Membership
Services or otherwise.  The Club makes no warranties, representations,
guarantees, or other promises or covenants, express or implied, with regard to
any member or their conduct.  Member hereby acknowledges and agrees that the
Club is not responsible or liable in any way for Member’s interactions with
others and that Member’s actions and interactions are Member’s sole and
exclusive responsibility.

VIII.
RELEASE

Member hereby releases the Club,
SYC as well as any of their affiliates, licensors, suppliers, subsidiaries,
parents, agents, attorneys, members, shareholders, or other legal
representatives from any and all claims, damages, or other legal action which
may arise from Member’s dispute with the Club or any other Member.

IX.
THIRD-PARTY SERVICES

Certain Membership Services may
integrate, be integrated into, or be provided in connection with third-party
websites, services, content, and/or materials (“Third-Party Services”).  Club
does not control any Third-Party Services.  Club makes no claim or representation
regarding the Third-Party Services and accepts no responsibility for the
quality, content, nature, or reliability of Third-Party Services.  There is no
implied affiliation, endorsement, or adoption by the Club of these Third-Party
Services and Club shall not be responsible for any content provided on or
through these Third-Party Services.

X.
ASSUMPTION OF RISK

Member agrees that participating
in Membership Services may involve risks.  These risks may lead to tangible or
intangible harm, and Member agrees that these risks may result not only from
Member’s own actions but also from the actions of others.  With the knowledge
and understanding of these risks, Member chooses, of Member’s own will and
volition, to continue participating in the Membership Services.

XI.
INDEMNIFICATION

Member agrees to defend,
indemnify, and hold harmless the Club, SYC, and any of its affiliates against
any and all legal claims and demands, including reasonable attorney’s fees,
which may arise from or relate to Member’s use of misuse of the Member
Services, Member’s breach of this Agreement, or Member’s conduct or actions.
Member agrees that the Club, SYC, and any of its affiliates shall be able to
select its own legal counsel and may participate in its own defense, if so desired.

XII.
MISCELLANEOUS PROVISIONS

This agreement
constitutes the entire agreement between Member and the Club and SYC with
respect to any and all use of the Membership Services.  This Agreement
supersedes and replaces all prior or contemporaneous agreements or
understandings, written or oral, regarding the Parties’ relationship.  In the
event that this Agreement conflicts with any other terms or information,
express or implied, this Agreement shall govern.

Any provision
of this Agreement which by its terms imposes continuing obligations on Member
shall survive termination of this Agreement.  If any part of subpart of this
Agreement is held invalid or unenforceable by a court of law or arbitrator, the
remaining parts and subparts hall be enforced to the maximum extent possible,
and the remainder of this Agreement shall remain in full force.

This Agreement
shall be governed by and construed in accordance with the laws of the State of
Utah, and Member irrevocably submits to the exclusive jurisdiction and venue of
the federal and state courts located in the State of Utah.

XIII.
DISPUTE RESOLUTION

In the event of
a dispute between Member and the Club or SYC related to or arising out of this
Agreement, the Parties shall first attempt to resolve the dispute personally
and in good faith.  If these personal resolution attempts fail, the Parties
shall then submit the dispute to binding arbitration.  The arbitration shall be
conducted in the State of Utah.  The arbitration shall be conducted by a single
arbitrator, and such arbitrator shall have no authority to add Parties, vary
the provisions of this Agreement, award punitive damages, or certify a class.
The arbitrator shall be bound by applicable and governing Utah State law.  Each
party shall pay their own costs and fees.  Claims necessitating arbitration
under this section include, but are not limited to: contract claims, tort
claims, claims based on federal and state law, and claims based on local laws,
ordinances, statutes, or regulations.  Intellectual property claims by the Club
or SYC shall not be subject to arbitration and may, as an exception to this
subpart, be litigated.

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