1. Overview of Our Platform

(a) Our Platform provides a number of Services and Data that can be used individually or combined to build applications. It also includes a number of Services designed to be used directly. The goal of our Platform is to make it easier for developers, researchers and policymakers to understand, sustain, and secure open source software.

(b) For clarity, our Services do not store or transmit funds. All funds are stored by a Host. Hosts use third-party platforms and payment services to process any contributions or disbursements.

2. Eligibility

(a) You must be at least 18 years of age to access or use our Platform. If you are accessing or using our Platform or Services on behalf of another person or entity, (i) you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be bound by these Terms and to be responsible to us if you violate these Terms, and (ii) references to "you" will mean you and that person or entity, collectively. To use the Platform you represent that you have never committed, participated in, or been prosecuted for fraud.

(b) You may not access or use our Platform if you are located in a jurisdiction where the provision of our Platform is prohibited by law (a "Prohibited Jurisdiction"), and you may not provide access to our Platform to any entity or individual located in any Prohibited Jurisdiction. You represent and warrant that: (i) you are not named on any U.S. government list of persons or entities prohibited from receiving U.S. exports, or transacting with any U.S. person; and (ii) you are not a national of, or a company registered in, any Prohibited Jurisdiction.

3. User Accounts and Account Security

You may need to register for an account to access some or all of the Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. You are responsible for all activities that occur in connection with your account and accept all risks of unauthorized access.

4. Terms for Ecosystem Funds

This Section applies to you if you use the Ecosystem Funds Service. Below is a list of the different roles that may be associated with the Ecosystem Funds Service:

Host

A Host is an individual or entity that receives and holds funds contributed by Financial Contributors via the Services for use in support of a designated Fund. Additional terms for Hosts are included in Section 7 below.

Fund

A Fund is a restricted fund, held by a Host for the purpose of supporting an Ecosystem. Hosts agree to distribute funds held in a Fund as instructed in an allocation.

Allocation

An Allocation is an instruction to a Host to distribute funds in a Fund for the benefit of an Ecosystem. An allocation includes a dollar amount, payment details, and/or contact details for one or more representatives of a project.

Ecosystem

An Ecosystem is a curated collection of open source projects centred on a given language, framework, or tool. An Ecosystem typically includes a core technology and the projects that depend upon and support its success. This may include other non-profit entities working to support the ecosystem that are not included as a code dependency.

Participating Project

a Participating Project is an individual or group that submits a payment request in connection with an invitation from a Host as a result of an allocation for a given Fund.

Additional terms for Participating Projects are included in Section 8 below.

(a) Responsibility. Before committing to make any contribution to a Fund, each Financial Contributor must (i) read the full description of the Fund, (ii) review the criteria and process requirements specified by its Host (if any) for receiving and distributing payments, (iii) review the terms of service for any third party payment service used by a Host. By contributing to or requesting payment from a Fund, you agree to look solely to the applicable Host to resolve any questions or disputes regarding contributions or expected payments.

(b) Contributions. Each contribution you make is paid directly to the Host of the Fund. The contribution is held by the Host. These terms require the Host to use the full amount (less transaction fees, any third-party payment service fees and any Host fees specified) in support of the Fund you have designated.

(c) Recognition. Financial Contributors may receive certain advertising, marketing, or other recognition ("Recognition") in exchange for their contributions. Subject to these terms, all Financial Contributors will receive the following Recognition: logo placement on the Fund page together with a link to the Financial Contributor’s profile page (“Baseline Recognition”). Financial Contributors may receive additional Recognition if specified by a Participating Project. Each Financial Contributor acknowledges and agrees that any Recognition beyond the Baseline Recognition is provided solely by the Participating Project and/or the Host of the applicable Collective, and that ecosyste.ms is not responsible for fulfilling any, and does not make any representations or warranties with respect to, such supplemental Recognition offered by the Participating Project. Financial Contributors agree to look solely to the applicable Host or Participating Project regarding receipt of any supplemental Recognition.

(d) Fees. You may charge a reasonable fee to the Fund in exchange for providing host services,. You must disclose this fee clearly and conspicuously in advance of accepting any funds from Financial Contributors.

(e) Tax Deduction. You are responsible for providing any tax receipts, if applicable, to Financial Contributors who make contributions.

(f) Compliance. You must comply with all applicable laws, rules and regulations in connection with your Host activities, including money transmission, record keeping, accounting, tax, and other compliance requirements. You represent and warrant that (i) you have full power and authority to perform the obligations to this agreement (ii) your use of theServices, and performance under these Terms, will not violate any contractual or other restrictions applicable to you or any applicable law, rule or regulation.

(g) If a Fund is terminated with an outstanding balance, you will use or disburse the remaining funds in accordance with applicable law and your bylaws (if applicable).

5. Terms for Hosts

This Section applies to you if you use the Ecosystem Funds Service as a Host.

(a) Set-Up. Any person or entity seeking to serve as Host for a Fund must be approved by Ecossyte.ms. All Hosts must acquire and maintain a valid financial account with one of the third-party payment services specified and designated by ecosyste.ms, and agree to, and comply with, any applicable terms of those third-party services.

(b) Contributions. You agree to accept contributions of funds from Financial Contributors for designation to a specific Fund. You must take accounting measures to segregate Funds from your other funds, and maintain and use the Funds solely for the benefit of the designated Fund and in accordance with these Terms. The Service is designed to assist you in satisfying these responsibilities, by enabling you to export an Allocation and helping you to track the performance of each Fund to determine whether the Fund is operating as intended.

(c) Payments. You will receive requests for payment of funds in the form of Allocations. You are responsible for reviewing Allocations to confirm that they meet the Fund’s applicable criteria and process requirements for payment, and only authorizing disbursements if the Allocation meets such requirements and is permitted under applicable law. If the Allocation meets such requirements, you will authorize disbursement of the applicable amount of funds.

(d) Fees. You may charge a reasonable fee to the Fund in exchange for providing host services,. You must disclose this fee clearly and conspicuously in advance of accepting any funds from Financial Contributors.

(e) Tax Deduction. You are responsible for providing any tax receipts, if applicable, to Financial Contributors who make contributions.

(f) Compliance. You must comply with all applicable laws, rules and regulations in connection with your Host activities, including money transmission, record keeping, accounting, tax, and other compliance requirements. You represent and warrant that (i) you have full power and authority to perform the obligations to this agreement (ii) your use of theServices, and performance under these Terms, will not violate any contractual or other restrictions applicable to you or any applicable law, rule or regulation.

(g) If a Fund is terminated with an outstanding balance, you will use or disburse the remaining funds in accordance with applicable law and your bylaws (if applicable).

6. Participating Project Terms

Any project that accepts an invitation to receive payments from Ecosystem Funds becomes a Participating Project.

Any subsequent payment request by a Participating Project must include a valid invoice, and any other information required by the Host of that Fund. Participating Projects are solely responsible for submitting accurate information for their designated payment account. Such an invoice should at least include the date, the full legal name and address of the provider of the good or service and the final amount to be paid, including tax if applicable. Amounts paid are automatically published by us via our Platform, Hosts may disclose payments publicly, for the purpose of keeping an open and transparent ledger of accounts.

7. Fees

(a) Fees to Host. The Host may retain a percentage of all contributions (the "Host Fee"). Hosts must disclose this fee to Financial Contributors on the Collective page.

(b) Third-Party Payment Service Fees. If you use a separately branded third-party payment service (such as PayPal) to accept payment, the party responsible for that service may charge additional fees.

(d) Taxes. It is the Host’s responsibility to determine what, if any taxes apply to collection of contributions and disbursement of payments, including, for example, sales, use, value added, and similar taxes. It is also the Host’s responsibility to withhold, collect, report and remit the correct taxes to the appropriate tax authorities. Ecossytems is not responsible for withholding, collecting, reporting, or remitting any sales, use, value added, or similar tax.

8. User Content

(a) Our Platform may allow you and other users to create, post, store and share content, including messages, text, photos, videos, software and other materials (collectively, "User Content"). Except for the license you grant below, you retain all rights in and to your User Content, as between you and Open Collective.

(b) You grant Ecosystems and its affiliates a perpetual, irrevocable, nonexclusive, royalty-free, worldwide, fully-paid, and sub-licensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and display your User Content and any name, username or likeness provided in connection with your User Content in all media formats and channels now known or later developed without compensation to you. When you post or otherwise share User Content on or through our Platform, you understand that your User Content and any associated information (such as your username or profile photo) will be visible to the public.

(c) You may not to create, post, store or share any User Content that violates these Terms or for which you do not have all the rights necessary to grant us the license described above. Although we have no obligation to screen, edit or monitor User Content, we may delete or remove User Content at any time if we believe it is in breach of these Terms.

9. Conduct and Content Requirements

You will not violate any applicable law, contract, intellectual property or other third-party right or commit a tort, and you are solely responsible for your conduct while accessing or using our Platform.

You will not:

• Engage in any harassing, threatening, intimidating, predatory or stalking conduct;
• Use or attempt to use another user’s account without authorization from that user and Open Collective;
• Use our Platform in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying our Platform or that could damage, disable, overburden or impair the functioning of our Platform in any manner;
• Reverse engineer any aspect of our Platform or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any part of our Platform;
• Attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Platform that you are not authorized to access;
• Develop or use any third-party applications that interact with our Platform without our prior written consent, including any scripts designed to scrape or extract data from our Platform;
• Bypass or ignore instructions contained in our robots.txt file that controls automated access to portions of our Platform; or
• Use our Platform for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms.

You may also only post or otherwise share User Content that is non-confidential and you have all necessary rights to disclose. You may not create, post, store or share any User Content that:

• Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory or fraudulent;
• Would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;
• May infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
• Contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;
• Impersonates, or misrepresents your affiliation with, any person or entity;
• Contains any unsolicited promotions, political campaigning, advertising or solicitations;
• Contains any private or personal information of a third-party without such third-party’s consent;
• Contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or
• Is, in our sole judgment, objectionable or that restricts or inhibits any other person from using or enjoying our Platform, or that may expose Ecossyte.ms or others to any harm or liability of any type.

10. Open Source Software

The source code for much of the software that supports our Platform is available for download as open source software. You agree to be bound by, and comply with, any license agreement that applies to this open source software. You will not indicate that you are associated with ecosyste.ms in connection with any of your modifications or distributions of this open source software.

The source code we release in connection with open source software is not part of the Platform. For clarity, though, when we host any software and enable you to access and use such software as a service through our websites and apps, then these Terms will apply to such access and use.

11. Limited License; Copyright and Trademark

(a) Our Platform and the text, graphics, images, photographs, videos, illustrations, trademarks, trade names, service marks, logos, slogans and other content contained therein (collectively, the "ecosyste.ms Content") are owned by or licensed to ecosyste.ms and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, ecosyste.ms and our licensors reserve all rights in and to our Platform and the ecosyste.ms Content.

(b) Unless otherwise agreed, text, graphics, images, protographs, videos, and illustrations organised and published for the purpose of better understanding the production, use, and distribution of open source software (“The Data”) is subject to a creative commons attribution share-alike license. You agree to be bound by, and comply with this licence including attributing ‘ecosyste.ms’ as the source of data when published alongside, or combined with other data. You will not indicate that you are associated with ecosyste.ms in connection with any of your modifications of the Data.

(c) You are hereby granted a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Platform and Services for your own personal use; however, such license is subject to these Terms and does not include any right to (i) sell, resell or commercially use our Platform or ecosyste.ms Content; (ii) copy, reproduce, distribute, publicly perform or publicly display ecosyste.ms Content, except as expressly permitted by us or our licensors; (iii) modify the ecosyste.ms Content, remove any proprietary rights notices or markings, or otherwise make any derivative uses of our Platform or Open Collective Content; (iv) use any data mining, robots or similar data gathering or extraction methods; and (v) use our Platform or ecosyste.ms Content other than for their intended purposes. Any use of our Platform or ecosyste.ms Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein.

12. Feedback

Any questions, comments, suggestions, ideas, original or creative materials or other information you submit about Ecosystems or our products or Platform (collectively, "Feedback"), is non-confidential.

13. Copyright Complaints

We have a policy of limiting access to our Platform and terminating the accounts of users who infringe the intellectual property rights of others. If you believe that anything on our Platform infringes any copyright that you own or control, you may notify Open Collective’s Designated Agent as follows:

Designated Agent: DMCA Requests

Address: ecosyste.ms ℅ Open Source Collective, 440 N Barranca Ave. #3717, Covina, CA, USA.

Telephone Number: +1 (802) 489-6736

E-Mail Address: [email protected]

Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on our Platform is infringing, you may be liable to Open Collective for certain costs and damages.

14. Indemnification

To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless ecosyste.ms, our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the "Ecosystem Parties") from and against any loss, liability, claim, demand, damages, expenses or costs ("Claims") arising out of or related to (a) your access to or use of our Platform; (b) your User Content or Feedback; (c) your violation of these Terms; (d) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with our Platform. You agree to promptly notify Open Collective of any third-party Claims, cooperate with the ecosyste.ms Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorney's' fees). You also agree that the ecosyste.ms Parties will have control of the defense or settlement of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and ecosyste.ms or the other ecosyste.ms Parties.

15. Disclaimers

(a) **We do not control, endorse or take responsibility for any User Content or third-party content available on or linked to by our Platform. We do not control the collection of contributions or the disbursement of expense payments through our **Platform**

(b) **Your use of our Platform is at your sole risk. Our Platform is provided "as is" and “as available” without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, ecosyste.ms does not represent or warrant that our Platform is accurate, complete, reliable, current or error-free. While ecosyste.ms attempts to make your access to and use of our Platform safe, we cannot and do not represent or warrant that our Platform or servers are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the **Platform**.

16. Limitation of Liability

(a) ecosyste.ms and the other ecosyste.ms Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if O ecosyste.ms or the other ecosyste.ms Parties have been advised of the possibility of such damages.

(b) The total liability of ecosyste.ms and the other ecosyste.ms Parties, for any claim arising out of or relating to these Terms or our Platform, regardless of the form of the action, is limited to the amount paid, if any, by you to access or use our Platform during the 12 months immediately preceding the event giving rise to your claim.

(c) The limitations set forth in this section will not limit or exclude liability for the gross negligence, fraud or intentional, willful, malicious or reckless misconduct of ecosyste.ms or the other ecosyste.ms Parties.

17. Release

To the fullest extent permitted by applicable law, you release ecosyste.ms and the other ecosyste.ms Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between users and the acts or omissions of third parties. You expressly waive any rights you may have under California Civil Code § 1542 as well as any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

18. Dispute Resolution; Binding Arbitration for U.S. Residents

If you are a resident of the U.S. this Section 21 applies. Please read the following section carefully because it requires residents of the United States to arbitrate certain disputes and claims with ecosyste.ms and limits the manner in which they can seek relief from us.

(a) Except for small claims disputes in which you or ecosyste.ms seek to bring an individual action in small claims court located in the county of your billing address or disputes in which you or ecosyste.ms seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and ecosyste.ms waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Platform resolved in court. Instead, all disputes arising out of or relating to these Terms or our Platform will be resolved through confidential binding arbitration held in San Francisco, California in accordance with the Streamlined Arbitration Rules and Procedures ("Rules") of the Judicial Arbitration and Mediation Services ("JAMS"), which are available on the JAMS website and hereby incorporated by reference. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.

(b) You and ecosyste.ms agree that any dispute arising out of or related to these Terms or our Platform is personal to you and ecosyste.ms and that any dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding.

(c) You and ecosyste.ms agree that these Terms affect interstate commerce and that the enforceability of this Section 18 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the "FAA"), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. You and Company agree that for any arbitration you initiate, you will pay the filing fee and Company will pay the remaining JAMS fees and costs. For any arbitration initiated by Company, Company will pay all JAMS fees and costs. You and ecosyste.ms agree that the state or federal courts of the State of California and the United States sitting in San Francisco, California have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

(d) ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR OUR PLATFORM MUST BE FILED WITHIN ONE YEAR AFTER SUCH CLAIM AROSE; OTHERWISE, THE CLAIM IS PERMANENTLY BARRED, WHICH MEANS THAT YOU AND OPEN COLLECTIVE WILL NOT HAVE THE RIGHT TO ASSERT THE CLAIM.

(e) You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 18 by contacting us at [email protected]. In order to be effective, the opt out notice must include your full name and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with Section 19.

19. Governing Law and Venue

These Terms and your access to and use of our Platform will be governed by and construed and enforced in accordance with the laws of California, without regard to conflict of law rules or principles (whether of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to Section 20 or cannot be heard in small claims court will be resolved in the state or federal courts of California and the United States, respectively, sitting in San Francisco, California.

20. Changes to these Terms

We may make changes to these Terms from time to time. If we make changes, we will post the amended Terms to our Platform and update the "Last Updated" date above. We may also attempt to notify you by sending an email notification to the address associated with your account or providing notice through our Platform. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to and use of our Platform after we provide notice will confirm your acceptance of the changes. In any case, changes to these Terms will not be retroactive. If you do not agree to the amended Terms, you must stop accessing and using our Platform.

21. Termination or Suspension

We reserve the right, without notice and in our sole discretion, to terminate or suspend your account or your right to access or use our Platform. A Fund can also be suspended or discontinued at any time by us, or the Host. We are not responsible for any loss or harm related to your inability to access or use our Platform. You may stop using the Platform at any time. If we terminate or suspend your access to your account or our Platform, any licenses or rights we grant under these Terms will be immediately revoked.

22. Severability

If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.

23. Miscellaneous

These Terms constitute the entire agreement between you and relating to your access to and use of our Platform. The failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity.