1. Your relationship with Capital One
1.1 Your use of Capital One's Charity Widgets (Charity Widget) is subject to the terms of a legal agreement between you and Capital One. "Capital One" means Capital One Bank (USA), N.A. and Capital One, N.A. This document explains how the agreement is made up, and sets out the terms of that agreement (Terms).
2. Accepting the Terms
2.1 In order to use Charity Widget, you must first agree to the Terms.
2.2 You can accept the Terms by:
(A) clicking to accept or agree to the Terms, where this option is made available to you by Capital One; or
(B) by actually using Charity Widget. In this case, you understand and agree that Capital One will treat your use of Charity Widget as acceptance of the Terms from that point onwards.
2.3 You may not use Charity Widget and may not accept the Terms if (a) you are not of legal age to form a binding contract with Capital One, or (b) you are a person barred from using Charity Widget under the laws of the United States or other countries including the country in which you are resident or from which you use the Services.
2.4 Before you continue, you should print off or save a local copy of the Terms for your records.
3. Use of Charity Widget by you
3.1 You agree to use Charity Widget only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).
3.2 You agree that you will not engage in any activity that interferes with or disrupts Charity Widget (or the servers and networks which are connected to Charity Widget).
3.3 You agree that you will not reproduce, duplicate, copy, sell, trade or resell Charity Widget for any purpose.
3.4 You agree that you are solely responsible for (and that Capital One has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Capital One may suffer) of any such breach.
3.5 You agree not do any of the following with any Charity Widget: (a) modify, rent, lease, loan, or distribute Charity Widgets; (b) use Charity Widgets in any unlawful manner; or (c) use Charity Widgets in connection with or promoting groups, ideology, or images that are socially unacceptable, violent, lewd, discriminatory, or otherwise determined unacceptable by Capital One's at Captial One's sole and exclusive discretion.
3.6 You agree that Capital One reserves the sole and exclusive right to discontinue and/or shut down any Charity Widget with or without notice or cause. You agree to remove any Charity Widget from any media that you own or otherwise control immediately upon request by Capital One.
6. Proprietary rights
6.1 You acknowledge and agree that Capital One (or Capital One's licensors) own all legal right, title and interest in and to Charity Widget, including any intellectual property rights which subsist in Charity Widget (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that Charity Widget may contain information which is designated confidential by Capital One and that you shall not disclose such information without Capital One's prior written consent.
6.2 Nothing in the Terms gives you a right to use any of Capital One's trade names, trade marks, service marks, logos, domain names, and other distinctive brand features.
6.3 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within Charity Widget
6.4 You agree that in using Charity Widget, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
7. License from Capital One
7.1 Capital One gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Capital One as part of Charity Widget (referred to as the "Software" below). This license is for the sole purpose of enabling you to use and enjoy the benefit of Charity Widget as provided by Capital One, in the manner permitted by the Terms.
7.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law.
7.3 You may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software.
8. EXCLUSION OF WARRANTIES
8.1 NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT CAPITAL ONE'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
8.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF CHARITY WIDGET IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."
8.3 IN PARTICULAR, CAPITAL ONE, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(A) YOUR USE OF CHARITY WIDGET WILL MEET YOUR REQUIREMENTS,
(B) YOUR USE OF CHARITY WIDGET WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF CHARITY WIDGET WILL BE ACCURATE OR RELIABLE, AND
(D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF CHARITY WIDGET WILL BE CORRECTED.
8.4 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF CHARITY WIDGET IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
8.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CAPITAL ONE OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
8.6 CAPITAL ONE FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
9. LIMITATION OF LIABILITY
9.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT CAPITAL ONE, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;
(B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
(I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
(II) ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF CHARITY WIDGET (OR ANY FEATURES WITHIN THE SERVICES);
(III) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF CHARITY WIDGET;
9.2 THE LIMITATIONS ON CAPITAL ONE'S LIABILITY TO YOU SHALL APPLY WHETHER OR NOT CAPITAL ONE HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
10. Other content
10.1 Charity Widget may include hyperlinks to other web sites or content or resources. Capital One may have no control over any web sites or resources which are provided by companies or persons other than Capital One.
10.2 You acknowledge and agree that Capital One is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
10.3 You acknowledge and agree that Capital One is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
11. General legal terms
11.1 The Terms constitute the whole legal agreement between you and Capital One and govern your use of Charity Widget (but excluding any services which Capital One may provide to you under a separate written agreement), and completely replace any prior agreements between you and Capital One in relation to Charity Widget.
11.2 You agree that Capital One may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on Capital One's website.
11.3 You agree that if Capital One does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Capital One has the benefit of under any applicable law), this will not be taken to be a formal waiver of Capital One's rights and that those rights or remedies will still be available to Capital One.
11.4 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
11.5 You acknowledge and agree that each member of the group of companies of which Capital One is the parent shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.
11.6 The Terms, and your relationship with Capital One under the Terms, shall be governed by the laws of the Commonwealth of Virginia without regard to its conflict of laws provisions. You and Capital One agree to submit to the exclusive jurisdiction of the courts located within Virginia to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that Capital One shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.