Terms of Use

EFFECTIVE DATE: May 24, 2023

These Terms of Use (“Terms”) apply to the use of the website https://impactaapi.org/ (the “Site”), the database of publicly available information relating to AAPI organizations available on the Site (the “Database”) and any related services (collectively, the Site, the Database and any related services, “Services”). Such Terms are entered into between you and the Asian American Foundation (“TAAF”, “we,” “us” or “our”) and govern your access to and use of the Site and the Services. These Terms represent a binding agreement between you as the user of the Site and Services and TAAF. By accessing or using the Site or Services you accept and agree to be bound and abide by these Terms and our associated Privacy Policy, which is hereby incorporated into these Terms. If you do not agree to these Terms, you must immediately discontinue use of the Site and Services.

The Site is offered and available to users who are 18 years of age or older and have not previously been suspended or banned from the Site or removed from access to the Services. If you do not meet all of these requirements, you must not access or use the Site.

Changes to the Terms of Use

Our Site and Services may evolve and change over time. For this reason, we may from time to time modify, amend or vary these Terms (collectively, “Modifications”) at our sole discretion. All changes are effective immediately when we post them and apply to all access and use of the Site thereafter. Please check these Terms regularly to ensure you are aware of any Modifications made by us. If you continue to use this Site and Services after we have made Modifications, you are deemed to have accepted such Modifications. If you do not agree to such Modifications, you should discontinue use of our Services.

Accessing the Website and the Services

We reserve the right to modify, withdraw or amend the Services (including the Site, the Database and any material, content or other information we provide on the Site or through the Database) in our sole discretion without notice or further obligation to you. We will not be liable to you or any third party if, for any reason, all or part of the Services are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or the entirety of the Services to users.

You are responsible for:

• Making all arrangements necessary for you to have access to the Services.
• Ensuring that all persons who access the Services through your internet connection are aware of these Terms and comply with them.

To access the Services, you may be asked to provide certain information. It is a condition of your use of the Services that all information you provide, including any information voluntarily provided for inclusion in the Database, is correct, current and complete. You agree that all information you provide including, but not limited to, through the use of any interactive features on the Site is governed by the Privacy Policy, and you consent to all actions we take with respect to your information consistent with the Privacy Policy.

The AAPI Nonprofit Database

Any information provided by you for inclusion in the Database will be subject to the terms of the Privacy Policy. Provided that you are eligible to use the Site, TAAF hereby grants you, subject to your compliance with the Terms, a non-exclusive license to access and use the Database, and the information therein, solely for its intended purpose and solely in accordance with the instructions therefor provided on the Site. If you provide any information, data, designs, logos, trademarks or other content (“Content”) for inclusion in the Database, you hereby grant TAAF a non-exclusive, royalty-free, worldwide license to access, receive, reproduce, store, modify, display, process, and otherwise use such Content in connection with TAAF’s business, including in connection with the Database, the Site and related Services.

Intellectual Property and Feedback

The Site, the Database and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) and any and all rights (including intellectual property rights) therein are owned by TAAF, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. No license, right (including intellectual property rights), title, or interest in or to the Services or any content therein is transferred to or otherwise vested in you except as otherwise expressly set forth in these Terms. All rights not expressly granted are reserved by the Company.

TAAF and its associated logos are the trademarks of TAAF (the “TAAF Trademarks”). Other trademarks, service marks, graphics and logos used in connection with the Services are the trademarks of their respective owners (collectively “Third Party Trademarks”). The TAAF Trademarks and Third Party Trademarks may not be copied, imitated or used, in whole or in part, without the prior written permission of TAAF or the applicable trademark holder. The Services are protected by copyright, trademark, patent and other intellectual property and proprietary rights, which are reserved to TAAF and its licensors.

By sending us any ideas, suggestions, documents, proposals or other feedback (" Feedback"), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties and (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback. By submitting such Feedback, you hereby grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, copy, modify, publish, distribute, create derivatives of, exploit and sublicense the Feedback.

Restrictions

You agree not to, and will not assist, encourage or enable others to, use the Services:

• For any unlawful purpose;
• To solicit others to perform or participate in any unlawful acts;
• To violate any international, federal, provincial or state regulations, rules, laws or local ordinances;
• To infringe upon or violate our intellectual property rights or the intellectual property rights of others;
• To harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, disability, or otherwise;
• To submit false or misleading information or perform any fraudulent activity, including impersonating any person or entity, claiming false affiliations, or falsifying your identity or any information about you, including age or date of birth;
• To interfere with the operation or any user’s enjoyment of the Services, including by uploading or transmitting viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services or of any related website, other websites, or the internet;
• To collect or track the personal information of others;
• To spam, phish, pharm, pretext, spider, crawl, or scrape (including any accessing, monitoring or copying of any content or information of the Services using any robot, spider, scraper or other automated means or any manual process for any purpose without TAAF’s written permission);
• To interfere with or circumvent the security features of the Site or any related website, other websites, or the internet; or
• For any obscene or immoral purpose.

We reserve our right to terminate your use of the Services or any related website for violating any of the above prohibited uses.

Third Parties

Certain content and information made available via the Services may include materials from third parties or contain links to other websites or applications that are not affiliated with us (each, a “Third Party Site”). You acknowledge and agree that TAAF neither controls nor endorses these sites and is not responsible for examining or evaluating the content or accuracy of any Third Party Site. You agree that we are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of any such Third Party Site. Please review carefully policies and practices of any such Third Party Site and make sure you understand them before you engage in any transaction.

The information presented on or through the Services is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of such information. You acknowledge that certain information provided through the Services (including information posted in the Database) has been submitted by third parties and, therefore, may contain typographical errors, inaccuracies or omissions, may infringe the rights of others or may otherwise violate legal requirements. TAAF is not responsible for such errors or risks and does not warrant that any errors or risks in the Services will be corrected or eliminated. Any reliance you place on such information is strictly at your own risk, and we disclaim all liability and responsibility arising from any reliance placed on such information by you or any other visitor to the Site or by anyone who may be informed of the Services’ contents.

Indemnification

You are responsible for your activities on the Site and in connection with the Services. You agree to defend, indemnify and hold harmless TAAF and its affiliates, officers, directors, employees and agents (collectively, “Indemnitees”) against any claim, lawsuit, liability, injuries, losses, damages or expense (including attorneys’ fees and accounting fees and costs) arising from or in any way connected with (a) your access to, use of, or alleged use of the Site and Services, (b) your breach of these Terms or any applicable law or regulation, (c) your violation of any third party right, including without limitation, any intellectual property, publicity, confidentiality, property or privacy right or (d) any disputes or issues between you and any third party. The Indemnitees reserve the right to control the defense and settlement of any third-party claim for which you indemnify Indemnitees under these Terms and you will assist us in exercising such rights.

Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. Although TAAF seeks to maintain safe, secure, accurate, and well-functioning services, we cannot guarantee the continuous operation of or access to our Services, and there may at times be inadvertent technical or factual errors or inaccuracies. To the fullest extent permitted by applicable law, TAAF specifically (but without limitation) disclaims (i) any implied warranties of merchantability, fitness for a particular purpose, quiet enjoyment, or non-infringement; and (ii) any warranties arising out of course-of-dealing, usage, or trade. You assume all risk for any/all damages that may result from your use of or access to the Services. TAAF does not guarantee the accuracy of, and disclaims all liability for, any errors or other inaccuracies in the information, content, recommendations, and materials made available through the Services.

Limitation of Liability

NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY OF ANY KIND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER TAAF NOR ANY OF THE INDEMNITEES ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFITS, LOST SAVINGS, OR LOSS OF DATA) OR LIABILITIES UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY MANNER TO THE SITE OR SERVICES, AND/OR ANY LINKED WEBSITE, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITIES. YOUR SOLE REMEDY WITH RESPECT TO THE SITE OR SERVICES IS TO STOP USING THE SITE OR SERVICES, AS APPLICABLE.

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES AND/OR LIABILITIES, SO CERTAIN OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

Release and Waiver

You agree to release and waive any claims, lawsuits, liabilities, losses, damages, costs, or expenses against TAAF and its affiliates arising out of your use of the Site and Services. California residents must, as a condition of these Terms, waive the applicability of California Civil Code Section 1542 for unknown claims which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You waive this section of the California Civil Code and any similar provision in law, regulation or code that has the same effect or intent as the foregoing release.

Governing Law

These Terms shall be governed by the laws of the State of California, without regard to its choice of law principles. In the event arbitration does not apply, we and you irrevocably submit to the jurisdiction of the state and federal courts of Los Angeles County, California with regard to any dispute arising out of or relating to these Terms.

Dispute Resolution

YOU HAVE READ THIS SECTION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND TAAF. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO REJECT THIS PROVISION AS PROVIDED IN THE SECTION ENTITLED “OPT OUT OF ARBITRATION” BELOW.

We want to resolve amicably any claims or concerns you may have regarding the Site and the Services. Therefore, before either you or we can initiate a legal action, unless it is for injunctive relief, we shall first attempt to contact the other party to discuss a resolution. You must submit your claim in writing by sending an email to the email address below. We will contact you at the email address you provide in such email. Neither Party may initiate either arbitration or other legal action for thirty (30) days after receipt of the claim.

If we cannot resolve the matter amicably (unless you have opted out as set forth below), you and we agree that any dispute, claim or controversy between you and us arising in connection with or relating in any way to these Terms, the Services or the Site (“Dispute”) will be determined by mandatory binding individual (not class) arbitration. You and TAAF further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including regarding this arbitration provision or the arbitrability of any claim or counterclaim. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. Arbitration is more informal than a lawsuit in court, and there may be more limited discovery than in court. The arbitrator must follow these Terms and can award the same damages and relief as a court (including attorney fees), except that the arbitrator may not award any relief (including declaratory or injunctive relief) benefiting anyone but you and TAAF. This arbitration provision will survive termination of these Terms.

You and TAAF both agree that nothing in this Dispute Resolution section will be deemed to waive, preclude, or otherwise limit: (1) either of our rights to bring an individual action in a U.S. small claims court; (2) either of our rights to bring an individual action seeking only temporary or preliminary individualized injunctive relief in a court of law, pending a final ruling from the arbitrator; or (3) TAAF’s right to bring a claim in a court of law for violation of its intellectual property rights. In addition, this arbitration provision does not stop you or us from bringing issues to the attention of federal, state or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf (or vice versa).

Either you or we may start arbitration proceedings. Any arbitration between you and TAAF will take place under the Consumer Arbitration Rules of the American Arbitration Association (“AAA”) then in force (the “AAA Rules”), as modified by this arbitration provision. You and TAAF agree that the Federal Arbitration Act applies hereto (despite the choice of law provision above). The AAA Rules, as well as instructions on how to file an arbitration proceeding with the AAA, appear at adr.org, or you may call the AAA at 1-800-778-7879. Any arbitration hearings will take place in the county of your residence address, provided that if the claim is for $25,000 or less, you or TAAF may choose whether the arbitration will be conducted (1) solely on the basis of documents submitted to the arbitrator; or (2) through a non-appearance based telephonic hearing. Each party shall pay arbitration fees in accordance with the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

If this arbitration provision is invalidated in whole or in part, the parties agree that the exclusive jurisdiction and venue described in the “Governing Law” section shall govern any claim in court arising out of or related to the Terms.

OPT-OUT OF ARBITRATION: You may opt out of the binding arbitration described in this section by sending TAAF written notice of your desire to do so by email at database@taaf.org within thirty (30) days following the date you first use our Services or Site, whichever occurs first (such notice, an “Arbitration Opt-out Notice”). If you do not provide TAAF with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth above.

ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS; NO ARBITRATION SHALL PROCEED ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS EVEN IF THE DISPUTE OR DISPUTES THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT.

Termination

These Terms are effective unless and until terminated by TAAF. You may discontinue any further use of the Site and associated Services, but these Terms will continue to apply to your use of the Site and Services prior to such discontinuance. We also may terminate or suspend these Terms, at any time, without notice and accordingly deny you access to the Site and associated Services, for any reason, including without limitation, if at our sole discretion you fail to comply with any provision of these Terms or your use is harmful to the interests of another user of the Site or Services.

Miscellaneous

These Terms, including the Privacy Policy and other policies incorporated herein, constitute the entire and only agreement between you and TAAF with respect to the subject matter of these Terms, and supersede any and all prior or contemporaneous agreements, representations, warranties and understandings, written or oral, with respect to the subject matter of these Terms. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.

No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained in these Terms is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.

If any provision of these Terms is found to be 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.

Neither these Terms nor any right, obligation or remedy hereunder is assignable, transferable, delegable or sublicensable by you except with TAAF’s prior written consent, and any attempted assignment, transfer, delegation or sublicense shall be null and void. TAAF may assign, transfer or delegate these Terms or any right or obligation or remedy hereunder in its sole discretion.

Notice for California Users

Under California Civil Code Section 1789.3, users from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Platforms of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact the California Department of Consumer Affairs at dca@dca.ca.gov.

Contact Us

If you have any questions regarding our Site or Services, you can email us at database@taaf.org.