NGO TERMS AND CONDITIONS

Effective Date: November 15, 2024 

1. General. Eback Foundation Inc.. (“we”, “us”, or “our”) are pleased to provide you with an  opportunity to register and apply (as a “Registered NGO”) to be eligible to receive charitable contributions  from us (as an “Approved NGO”). These NGO Terms and Conditions (these “NGO Terms”) apply to and  govern your submission of your application to us (“Application”) and to all other use of our Services. The  terms “you” and “your” refer to the organization that registers and submits the Application to become an Approved NGO. These NGO Terms are in addition to, incorporated into, and made a part of our Terms of Service.

Except as expressly specified in these NGO Terms, all other terms and conditions of the Terms of Service will remain in full force and effect. In the event of any conflict between the provisions of the Terms  of Service and these NGO Terms, these NGO Terms will govern and control. Capitalized terms used but not  defined in these NGO Terms will have the meanings assigned to them by our Terms of Service. Please be  advised that our Terms of Service contain additional disclaimers of warranties and limitations on our liability.  Our Terms of Service also allow you to pursue claims against us only on an individual basis, and not as part  of any class or representative action or proceeding. As a result, you may seek relief (including monetary,  injunctive, and declaratory relief) only on an individual basis. 

Please read these NGO Terms carefully. By registering as an NGO on our Platform, submitting your  Application, or by clicking to accept or agree to these NGO Terms when this option is made available to you,  you accept and agree to be bound and abide by these NGO Terms, including our Terms of Service and Privacy Policy. If you do not agree with or comply with these NGO Terms or any portion of these NGO Terms, then  you must not register with us, submit your Application (in whole or in part), or otherwise act as a Registered  NGO or Approved NGO on our Services. These NGO Terms will continue to apply to you at all times until  your registration with us is terminated. 

WE MAY IMMEDIATELY TERMINATE YOUR REGISTRATION WITH US, THE EVALUATION OF YOUR  APPLICATION, YOUR STATUS AS AN APPROVED NGO, AND/OR YOUR ACCESS TO OR USE OF OUR SERVICES  IF YOU FAIL TO COMPLY WITH ANY PROVISION OF THESE NGO TERMS, IF WE BELIEVE YOUR USE OF ALL OR  ANY PORTION OF THE SERVICES WILL REFLECT POORLY ON US, OR OUR GOODWILL, OR IF WE OTHERWISE  DEEM YOUR ACTIVITIES TO BE ILLEGAL, UNETHICAL, OR OTHERWISE INAPPROPRIATE, IN EACH CASE, IN OUR  SOLE AND ABSOLUTE DISCRETION.    

2. Changes to these NGO Terms. We may update these NGO Terms from time to time, provided that  the version of these NGO Terms in effect at the time of your acceptance of these NGO Terms will apply to  you without modification, unless you agree to an updated version of these NGO Terms. By registering as an  NGO on our Platform, submitting your Application, or by clicking to accept or agree to these NGO Terms (including any version revised after the Effective Date stated above) when this option is made available to  you, you acknowledge that you have read and agree to these NGO Terms.   

3. Information Requirements. Part of our Application review process will include eliciting information  from you as necessary to determine if you comply with our requirements, in our sole discretion. When  submitting any of your information and documentation to us, you must, and represent, warrant and  covenant that you will, provide complete and accurate information and documentation and that your  information and documentation (including your Application) will not omit to state any material fact  necessary to make the statements contained therein true or not misleading. 

4. Application Review.  

a. Upon receipt of your Application, we will initiate our review process, which includes review of  your Application, and all accompanying documentation you submit therewith to determine if you are  eligible to become an Approved NGO. During our review, we may perform any due diligence that we deem  necessary (in our sole discretion), and we may request additional documentation, resubmission of your  Application, and any other information or documentation that we deem relevant or important for our  review process(including in person or remote interviews, onsite visits, and reference checks). You recognize  and acknowledge that the decision to accept your Application will be made in our sole and absolute  discretion using our own judgment, rules, requirements, and guidelines. You acknowledge and agree that  we will use all of your information and documentation without obligation to verify, confirm or otherwise  investigate such information and documentation, provided, however, that we may from time to time in our  sole discretion request such additional information or documentation as we deem necessary or relevant for  purposes of evaluating your Application and/or your continued maintenance of an NGO registration with  us.  

b. You recognize and acknowledge that our selection of NGOs as Approved NGOs, while governed  generally by our mission, also requires discretion and judgment. The decision whether to accept or reject  an Application will be made in our discretion, acting reasonably, based on our mission (and your compliance  therewith or with the spirit thereof), the sufficiency of information submitted by you, the results of any  additional diligence conducted by us, and any other information that we deem relevant. For the avoidance  of doubt, we may waive compliance with all or any portion of our requirements or guidelines for purposes  of approving an NGO to the extent that we determine, in our sole and absolute discretion, that doing so  would be consistent with the spirit of our mission, Services, requirements, and/or guidelines.  

c. Notwithstanding anything to the contrary, you acknowledge and agree that: (i) you remain  responsible in all respects for your compensation policies and practices; and (ii) our review of your Application is for the sole purpose of evaluating your Application to become an Approved NGO.    

5. Your Obligations. If we accepted your Application and you are therefore an Approved NGO, you  agree to: (a) update your registration with us every year with financials, reports and any other material  changes, during the first four months of each calendar year; (b) notify us of any change in your board of  directors/managers, or senior officers, within three months after such change occurs; (c) keep your  registration details current and accurate, including your name, address, and any images or videos you use  to represent your organization; and (d) keep your bank account information and details accurate and up-to date. In the event of any material change to the materials, documentation, or information provided by you  to us in connection with your Application or registration with us, or on the occurrence or existence of any  events, facts or circumstances the disclosure by you to us of which would be required in order to make  previously provided materials, documentation, or information complete, accurate or not misleading, you  must promptly provide us with written notice of such material change or applicable event, fact or  circumstance. You acknowledge and agree that we may in our sole discretion reject your Application and/or  revoke or otherwise terminate your registration with us on the occurrence of any such material change or  applicable event, fact or circumstance. 

6. Representations and Warranties. You represent, warrant, and certify that: (a) you are duly  organized, validly existing and in good standing as a corporation or other entity under the laws of the  jurisdiction of your incorporation or other organization; (b) you entering into these NGO Terms and our Terms of Service has been duly authorized by all necessary corporate or organizational action; (c) all the  information, answers, and responses you provide to us or on your Application are true, complete, accurate and clear and do not omit to state or hide any material facts or information necessary to make the  statements provided or contained on your Application true or not misleading or that could otherwise have  an impact on our application and verification process; (d) you have all the legal rights, permission, and  authority required to provide your information and content to us (including any images or videos) and to  use our Services; (e) you do not and will not engage in any wrongful, unethical, illegal, fraudulent, or criminal  activities, acts, or behavior and you comply with all applicable Laws and your code of ethics; (f) you are not  involved in any criminal, unethical, money laundering, or terrorist behavior, activities or organizations; (g) if  you provide us with personal data from anyone, including their name, image or likeness, you must have  their valid legal permission to share it with us and post it on our Services; (h) your bank account information  is correct and you are legally authorized to use your bank account and receive funds; and (i) neither you nor  (if you are an entity) any of your directors, officers, employees or agents are a person, or a person who is  directly or indirectly owned or controlled by any person (i) currently included on any list maintained by the  U.S. Office of Foreign Assets Control ("OFAC") or any other governmental authority imposing economic  sanctions or trade embargoes, or (ii) whom or which we are otherwise prohibited from engaging or  otherwise dealing with as the result of any sanctions imposed by OFAC or any other governmental authority.  If at any time the foregoing representations cease to be true, then you must immediately notify us and  cease using our Services. 

7. Restrictions. You agree that you will not use the Services or the Platform or use any funds from us  for the purposes of promoting or involving: (a) the violation of any law, regulation, industry requirement, or  third-party guidelines or agreements by which you are bound; (b) activities that are fraudulent, misleading,  inaccurate, dishonest or impossible; (c) offensive, graphic, perverse or sexual content; (d) the funding of a  ransom, human trafficking or exploitation, vigilantism, bribes or bounty; (e) drugs, narcotics, steroids,  controlled substances, pharmaceuticals or similar products or therapies that are either illegal, or prohibited  by applicable law; (f) activities with, in, or involving countries, regions, governments, persons, or entities  that are subject to U.S. and other economic sanctions under applicable Laws, unless such activities are  expressly authorized by the appropriate governmental authority and by our payment processors; (g) any  equipment or weapons meant for use in conflict or by an armed group, explosives, ammunition, firearms,  knives, or other weaponry or accessories; (h) terrorism, extremism, hate, violence, harassment, bullying,  discrimination, terrorist financing, extremist financing, or money laundering; (i) intolerance of any kind relating to race, ethnicity, national origin, religious affiliation, sexual orientation, sex, gender, gender  identity, gender expression, disabilities or diseases; (j) financial or violent crimes; (k) self-harm or suicide;  or (l) any other activity that we deem, in our sole discretion, to: (i) be unacceptable or objectionable; (ii)  restrict or inhibit any other person from using or enjoying our Services; or (iii) expose us, our  representatives, or users to any harm or liability of any type. 

8. Anti-Bribery. You represent, warrant and covenant that you and your shareholders, officers,  directors, employees, agents, and anyone acting on your behalf (collectively, the “Representatives”) are in  compliance and will continue to comply with all applicable anti-bribery and anti-corruption laws, including,  without limitation, the US Foreign Corrupt Practices Act, the UK Bribery Act 2010, and the equivalent in  your country of registration and/or operations, regardless of the applicability of U.S. jurisdiction over your  activities. Without limiting the generality of the foregoing, you represent, warrant and covenant that neither  you nor any of your Representatives: (a) have or will directly or indirectly offer, promise, pay, or authorize  the payment of any money or anything of value, or take any action in furtherance of such a payment, to any  person, to any foreign official, including, but not limited to, any political party or official thereof, any  candidate for political office, any official of a public international organization, any person who works for an entity that is owned, in whole or in part, by any government entity, or to any relative of a foreign official, for  the purpose of influencing any act or decision of a foreign official or inducing such foreign official to use his  or her position with any government entity or other person or entity to influence any act or decision; and  (b) is a foreign official or has a relative, personal, business, or other relationship or association with a foreign  official who may have responsibility for or oversight of any of your business activities, other than any  relationships or associations that have been disclosed in writing to us. 

9. Termination. We reserve the right to terminate your registration with us and/or to reject, terminate  and/or revoke your Application and/or your status as an Approved NGO at any time in our sole and absolute  discretion, including if: (a) we believe that you have violated any provision of these NGO Terms(or our Terms  of Service); (b) you have provided incomplete and/or inaccurate information, including failure to timely  provide adequate additional information, documentation, or materials that we may request to complete  the Application process, or you omitted to state any material fact necessary to make your statements true  or not misleading; (c) you are, have been, or are likely to be involved in any fraudulent, misleading, unlawful  or unethical activities, or you are involved in or promoting any activity that could reflect poorly on us or our  Services or negatively impair our goodwill or that of our Services; and/or (d) as otherwise set forth in these  NGO Terms or our Terms of Service.    

10. Disclaimers. You acknowledge and agree that: 

a. We make no representations or warranties of any kind, whether express or implied, regarding  any Donors and we will not be responsible or liable for the acts or omissions of any Donors. Without limiting  the generality of the foregoing, we will not be responsible or liable for any wrongful, unethical, fraudulent,  or criminal acts or activity by any Donor, or others associated with them, and we will not be responsible or  liable for any funds donated by any Donor (including the source of such funds). 

b. Our Services are not intended to raise any funds for you. We make no representations or  warranties with respect to any amounts that will be contributed to you, if any at all. We are not a facilitator  or intermediary between you and Donors, and instead, we operate to collect donations and use the  donations in pursuit of our mission, as described on our Services and as may be updated from time to time.  All donations made via our Services are for us as the sole beneficiary, and we may contribute those funds to any organization, including to any Approved NGO, in our sole discretion. You acknowledge and agree that  any donations made by Donors to us via our online Platform will not be “restricted” in any way, meaning  the Donor cannot decide exactly how their donation is to be used. 

c. We make no guaranty regarding or otherwise in respect of any Donors, including the number of  Donors that use the Platform or with respect to certification, credibility, or any other qualifications, or the  integrity, responsibility, or actions of any Donor. 

d. Even if you become or are an Approved NGO, any postings or listings of NGOs on our Services  will be made in our sole and absolute discretion and even if you are listed or posted on our Services, we do  not guaranty or warrant that we will make any contributions to you, even if our Donors indicate a preference for, or an interest in, such NGO. 

e. We do not withhold funds for tax purposes or otherwise. You, as an NGO, are solely responsible  for paying any applicable taxes in connection with any donations or contributions you receive. It is your sole  responsibility to calculate, report, and pay the correct amount of tax to the appliable tax authorities.

f. We do not and will not provide any legal or tax advice, and any suggestions, content or materials  provided by us as part of or in connection with your Application or your registration with us does not  constitute legal, tax, or other professional advice, and you are solely responsible for determining the legality,  validity and enforceability of your donation policies and practices, and the appropriateness, effectiveness  or legality of the same.

11. Covenants

a. Confidentiality. In connection with your Application and registration with us, you may access  certain proprietary, non-public or otherwise confidential information of us, our representatives or affiliates,  or certain third parties, including, without limitation, strategies, policies, procedures, methods, or know how, the Application, these NGO Terms, and any and all other non-public information of or regarding us or  our Services (collectively, “Confidential Information”). You will: (i) hold Confidential Information in strict  confidence; (ii) protect and safeguard Confidential Information with at least the same degree of care as you  would protect your own confidential information, but in no event with less than a reasonable degree of  care; (iii) not use Confidential Information, or permit it to be accessed or used, for any purpose other than  to perform under and as permitted by these NGO Terms and the Terms of Service; and (iv) not disclose any  Confidential Information to any person, except pursuant to applicable federal, state or local law, regulation  or a valid order issued by a court or governmental agency of competent jurisdiction, provided in such case  that you first provide us with prompt written notice of such requirement and reasonable assistance in  opposing such disclosure or seeking a protective order or other limitations on disclosure.  

b. Non-Disparagement. You will not at any time make, publish, or communicate to any person or  entity or in any public forum any defamatory, maliciously false, or disparaging remarks, comments, or  statements concerning us, our Services, or any other aspect of our businesses, or any of our employees,  officers, or directors and our existing and prospective customers, suppliers, investors, or other associated  third parties, now or in the future. In addition, and without limiting the generality of the foregoing, in the  event that we reject your Application for any reason, then you may not disclose or otherwise publicly  comment on the reasons we rejected your Application.  

c. Equitable Remedies. You acknowledge that a breach of this Section will cause irreparable harm  to us and that a remedy at law would be inadequate. Therefore, in the event of a breach or threatened  breach of any provision of this Section by you, we will be entitled to a temporary or permanent injunction  and/or other equitable remedies against such breach or threatened breach from any court of competent  jurisdiction, without the necessity of showing any actual damages or that money damages would not afford  an adequate remedy, and without the necessity of posting any bond or other security. All such equitable  relief will be in addition to, not in lieu of, legal remedies, monetary damages, or other available forms of  relief. 

12. Indemnification. You will indemnify, defend and hold us harmless from and against any and all  claims, losses, damages, judgments, liabilities, costs, and expenses (including attorneys’ fees and the costs  of enforcing this provision and of pursuing any insurance providers) arising from or relating to: (a) your  breach of any of your obligations, representations or warranties or your violation of any rights of others; (b)  your access or use of our Services, in whole or in part; or (c) your use of any donated funds. 

13. Miscellaneous. For purposes of these NGO Terms, the words “include,” “includes” and “including”  are deemed to be followed by the words “without limitation”, and the word “or” is not exclusive. To the extent allowed by applicable law, the English language version of these NGO Terms is binding and their  translations in other languages are for convenience only; in the event of conflicts or discrepancies between  the English version of these NGO Terms and their translations, the English version shall govern and control.   

14. Contact Information. If you have any questions or need further information as to these NGO Terms,  please contact us via email at: [email protected].

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