Terms and Conditions
Terms of Service
This website is operated by AgoraFund, Inc, PBC. Throughout the site, the terms “we”, “us” and “our” refer to AgoraFund, and the terms "you" and "your" refer to the user. AgoraFund offers this website, including all information and tools available from this site to you.
By visiting our site and/or by purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site.
Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any of our tools or services.
These Terms of Service do not apply to the services that AgoraFund may provide to you through a Donor Advised Fund, such as reporting of your assets under management. All gifts made via Donor Advised Funds incur separate fees and terms, outlined directly by the Donor Advised Fund. Additional Donor Advised Fund services are available for donors giving $5,000 or more. See Addendum 1.
SECTION 1 – ONLINE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products, logo, or brand for any illegal or unauthorized purpose nor may you, in the use of the site, violate any laws in your jurisdiction (including but not limited to copyright and trademark laws).
You must not transmit any worms or viruses or any code of a destructive nature. A breach of violation of any of the Terms may result in an immediate termination of your Services.
SECTION 2 – GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the site, use of the site, or access to the site, or any contact on the website through which the site is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 3 – ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We have no responsibility or liability for information made available on this site or actions taken in reliance of such information. We do not guarantee that information on our site is accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
SECTION 4 – MODIFICATIONS TO THE SITE, SERVICES AND PRICES
Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the site (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, suspension or discontinuance of the site.
SECTION 5 – PRODUCTS OR SERVICES
We do not warrant that the quality of any information, products, services, or other material purchased or obtained by you will meet your expectations, or that any errors in the site will be corrected. Through our site, you may donate directly to nonprofits of your choosing or to causes which are comprised of a group of nonprofits determined by AgoraFund, known hereafter as “Nonprofit funds”.
To the extent allowed by law, donations made directly to a nonprofit incur a 1% payment processing fee for ACH transfers or a credit card fee of 3.5% for Visa, Mastercard and American Express credit cards.
Donations made to Nonprofit Funds incur a 5% fee for payment processing, research and impact measurement for ACH transfers and an additional credit card fee of 3.5% for credit cards. These fees are subject to change. Nonprofit Fund gifts are made via a Donor Advised Fund, ImpactCharitable, which enables your gifts to be made to these nonprofits to be anonymous. Donations made that are not immediately passed onto nonprofits can be held in a communal Donor Advised Fund, called the Agora Charitable Fund, managed by ImpactCharitable.
SECTION 6 – OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
SECTION 7 – THIRD-PARTY LINKS
Certain content, products and services available via our site may include materials from third parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy of third-party sites and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully any third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 8 – USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
If you send certain specific submissions (for example, contest entries), creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, ‘comments’), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or are in violation of any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.
SECTION 9 – PERSONAL INFORMATION
SECTION 10 – ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the site or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the site or on any related website, should be taken to indicate that all information in the site or on any related website has been modified or updated.
SECTION 11 – PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit 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 site or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the site or any related website, other websites, or the Internet. We reserve the right to terminate your use of the site or any related website for violating any of the prohibited uses.
SECTION 12 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our site will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the site for indefinite periods of time or cancel the site at any time, without notice to you.
You expressly agree that your use of, or inability to use, the site is at your sole risk. The service and all products and services delivered to you through the service are and the site is (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
In no case shall AgoraFund, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of the site or any of the service or any products procured using the service, or for any other claim related in any way to your use of the site, service or any products, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the site or any content (or product) posted, transmitted, or otherwise made available via the site, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
SECTION 13 – INDEMNIFICATION
You agree to indemnify, defend and hold harmless AgoraFund and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
SECTION 14 – SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 15 – TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our site, or when you cease using our site.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our site (or any part thereof).
SECTION 16 – ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to this site constitutes the entire agreement and understanding between you and us and govern your use of the site, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 17 – GOVERNING LAWThese Terms of Service and any separate agreements whereby we provide you the site shall be governed by and construed in accordance with the laws of the state of Delaware, USA.
SECTION 18 – CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service. If we do this, we will post the changes to these Terms of Service on this page and will indicate on this page the date these terms were last revised. If you have an account prior to any such changes, you will be prompted to review the revised Terms of Service, and accept them, prior to logging in to your account. Your continued use of the site or any Service after any such changes constitutes your acceptance of the new Terms of Service. If you do not agree to abide by these or any future Terms of Service, do not use or access (or continue to use or access) the site or the Service. It is your responsibility to check our website periodically for changes. Your continued use of or access to our site following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 19 – CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at firstname.lastname@example.org.
ESTABLISHMENT OF A DONOR ADVISED FUND, GIFTS MADE TO AGORA’S NONPROFIT FUNDS VIA A DONOR ADVISED FUND, OR GIFTS MADE TO BE HELD BY AGORA’S DONOR ADVISED FUND
GIFTS MADE IN THE FORM OF CASH, PROPERTY, AND APPRECIATED SECURITIES THAT ARE MADE VIA AGORAFUND’S DONOR ADVISED FUND
These terms of service represent specific terms between the individual donor (“Donor”) and the Donor Advised Fund (“DAF”), managed by Impact Charitable, a 501(c)3 organization based in Colorado. Impact Charitable is solely responsible for these terms and for any changes. AgoraFund, Inc, PBC (“Agora”) acts as an advisor to all donors entering into DAFs managed by ImpactCharitable via this site.
SECTION A1 – TERMS
Certain gifts may enter into Agora’s Corporate Donor Advised Fund, managed by Impact Charitable. These are gifts made to Agora’s Nonprofit Funds, or gifts made upon request of cash, property, or appreciated securities to a DAF, or gifts made with the intention of holding the assets over time prior to distributing these gifts to nonprofits.
All donors may participate in the general Agora Charitable Fund. Donors giving over $5000 may establish an individual Donor Advised Fund upon request with a custom investment schedule. By creating an Impact Fund you agree that any money or property deposited in any Impact Fund or otherwise contributed to Impact Charitable is a nonrefundable and irrevocable gift to Impact Charitable. Final control and discretion regarding the investment and disposition of all Impact Funds is fully vested in Impact Charitable. It is your responsibility to consult your legal and tax advisors regarding the legal, tax, and other consequences of your contribution.
By contributing to these funds, you name Agora as your advisor for these funds. Fee schedules as described above apply, as well as additional fees listed below.
SECTION A2 – PRODUCTS AND SERVICES
All gifts made to Agora’s Nonprofit Funds will be immediately passed on to the respective nonprofits, and will incur a 5% advisory fee, which includes impact measurement and reporting and processing of each gift to the respective nonprofit. Impact Charitable will not invest these assets or charge a fee.
All gifts made with the intention of holding assets over time in the form of a DAF, prior to distributing gifts to nonprofits, will enter into the Agora Corporate DAF, the Agora Charitable Fund. The fee schedule for these gifts, charged by Impact Charitable, is as follows.
Agora Charitable Fund Fees - For Gifts Held and Not Directed to a Nonprofit:
These fees will be charged quarterly, on a prorated basis, based on average Assets Under Management (“AUM”) for Agora clients, including those with their own DAFs and those participating in the Agora Charitable Fund, excluding those gifts which are passed directly through to Nonprofit Funds. Individual donors who give over $5000 have the option to establish their own custom DAF and the same fee schedule as above will apply.
a. First $500,000 AUM – 1%
b. $500,000 – 1M – 0.7%
c. $1M – 2.5M – 0.5%
d. $2.5M – 5M – 0.4%
e. $5 – 10M+ 0.4%
Assets under management will be invested with the following fee schedule by Impact Charitable’s partner, Principium. The fees will be as follows. Any and all returns will be added back to first cover costs, and then each individual donor’s balance on a quarterly basis, with returns prorated based on donor’s average AUM during that period.
These fees will be charged quarterly based on average AUM.
0.4% up to $10M
0.35% $10M to $20M
0.25% $20M to $100M
SECTION A2 – Donation Rules
I acknowledge that these donations currently go through a Donor Advised Fund, and these donations are a recommendation. I further understand that the Donor Advised Fund reviews all grants to ensure that the organization is a qualified charity under IRS regulations, and that he purpose of this grant is charitable in nature. The Donor Advised Fund by deny a recommendation if the grant does not meet the criteria for approval.
I acknowledge that this donation is not intended to:
- Fulfil an existing pledge. (An existing pledge is one made before this grant has been approved.)
- Acquire more than an incidental benefit, good, or service for any specific individual or myself
- Pay for dues, membership fees, tuition, goods from charitable auction, or other goods/services.
- Support a political campaign or lobbying activity.
- Support a private non-operating foundation.