Agreement

Terms of Service

The agreement between givnTable LLC and the people who use its platform
Effective date: October 6, 2026

These Terms of Service (the “Terms”) govern your access to and use of the givnTable platform operated by givnTable LLC, an Ohio limited liability company (“givnTable,” “we,” “us,” or “our”). These Terms form a binding agreement between you and givnTable. By creating an account, hosting an event, RSVPing, contributing, or otherwise accessing or using the platform (the “Platform”), you acknowledge that you have read, understood, and agree to be bound by these Terms, by our Privacy Policy, and by all other policies, guidelines, and terms that we incorporate into these Terms by reference. Your continued access to or use of the Platform constitutes your ongoing acceptance of these Terms, as they may be updated from time to time in accordance with Section 18. If you do not agree, do not use the Platform.

1. Who We Are and What givnTable Does

givnTable operates a technology platform that lets a host organize a dining event, invite guests, and select a 501(c)(3) nonprofit organization for that event, and that lets guests contribute to the host’s selected nonprofit. givnTable acts solely as a technology platform and payment facilitator; it does not organize, host, control, supervise, direct, or participate in any event, and has no role in, and assumes no responsibility or liability for, any host, guest, nonprofit, event, or use of funds.

givnTable is a for-profit technology company and payment facilitator. It is not a charity, does not solicit contributions in its own name, does not set or suggest contribution amounts, and does not take custody of contributed funds. Contributions flow directly to the nonprofit through our payment processor, as described in Section 5. givnTable bears no responsibility or liability for, and makes no representation or warranty concerning, any contribution, its delivery, its receipt, or its use by any nonprofit.

givnTable is not a party to, and assumes no responsibility or liability for, any host, guest, or nonprofit, any event, or any relationship or dealings among a host and their guests, a guest and a nonprofit, or a host and a nonprofit, including any of their acts, omissions, statements, conduct, disputes, or use of funds. The event itself is organized and run by the host, not by givnTable.

2. Eligibility

You must be at least 18 years old and able to form a binding contract to use the Platform. By using the Platform, you represent and warrant that: (a) you meet these requirements; (b) all information you provide about your age, identity, and authority is accurate, current, and complete; (c) you are not barred from using the Platform under the laws of any applicable jurisdiction, and are not located in, or a resident or national of, any country or on any list that is subject to U.S. or other applicable sanctions, embargoes, or export-control restrictions; and (d) you have not previously been suspended, removed, or banned from the Platform. If you use the Platform on behalf of an organization, you represent and warrant that you are authorized to bind that organization to these Terms, and references to “you” include that organization. givnTable reserves the right, in its sole discretion, to verify your eligibility at any time, to request additional information or documentation to confirm it, and to refuse, restrict, suspend, or terminate access to the Platform for any person who does not meet, or whom givnTable believes may not meet, these eligibility requirements.

3. Your Account

Some features require an account. You are solely responsible for keeping your login credentials secure and for all activity, transactions, and losses that occur under or through your account, whether or not authorized by you. You agree to provide accurate, current, and complete information and to keep it up to date. You agree to notify givnTable immediately at hello@givntable.com of any actual or suspected unauthorized use of your account or any other breach of security. You may not share, sell, transfer, or assign your account, username, or credentials, or permit any other person to use your account, and you may not create or maintain more than one account. givnTable is not responsible or liable for any loss or damage arising from your failure to safeguard your credentials or from any unauthorized use of your account. givnTable may, in its sole discretion and without liability, decline to issue an account, reclaim any account or username, and require re-verification of your identity or eligibility, and we may suspend or close an account as described in Section 17.

4. Nonprofit Listings and Verification

Hosts select the nonprofit for their event from organizations listed on the Platform. givnTable may, but is not obligated to, confirm a listed organization’s 501(c)(3) tax-exempt status, and any such confirmation is limited to a review of publicly available records at a point in time, is not a warranty or guarantee of current or continuing status, and may become inaccurate without notice. givnTable has no duty to monitor, investigate, vet, audit, or verify any nonprofit, its representations, its activities, its governance, or its use of funds. givnTable does not evaluate, endorse, recommend, or guarantee any organization’s mission, cause, quality, effectiveness, or use of funds, and neither listing an organization nor confirming an organization’s status is an endorsement of it. givnTable reserves the right, in its sole and absolute discretion and at any time, to add, decline, suspend, or remove any organization or listing, for any reason or no reason and without notice or liability. givnTable is not responsible or liable for any nonprofit, its conduct, or for how a nonprofit uses the funds it receives.

5. Contributions, Booking Fee, and Payment Processing

5.1 Contributions

When a guest contributes through the Platform, the contribution is a payment to the nonprofit the host selected for that event. The host sets the contribution amount for the event and may set it to zero. givnTable does not set, suggest, or control the contribution amount.

5.2 Payment processor; merchant of record

Payments are processed by Stripe. Each contribution is charged directly to the nonprofit’s connected Stripe account, on which the nonprofit is the merchant of record. Contributions do not pass through, and are never held in, any givnTable account. givnTable takes no custody of contributed funds. givnTable is not responsible or liable for any act, omission, error, delay, interruption, or failure of the payment processor or any bank or financial institution, and any dispute regarding a payment must be resolved directly with the payment processor or the nonprofit.

5.3 Booking fee

givnTable charges a booking fee for use of the Platform, paid by the guest at checkout. The booking fee is currently $1.00 per seat and applies to each seat purchased, including the host’s seat — for example, $2.00 for a guest who adds one additional attendee (a “plus-one”). The current booking fee is shown to you at checkout before you pay. givnTable may change the booking fee — including its amount, its structure, and how it is presented — at any time in its sole and absolute discretion, and any change applies only to transactions made after it takes effect. The booking fee is fully earned by givnTable at the time it is charged and is non-refundable. The booking fee is givnTable’s fee for the Platform. It is not a contribution, is not paid to the nonprofit, and is not deducted from the amount the nonprofit receives.

5.4 Processing fees

As the merchant of record, the nonprofit bears standard payment-processing fees on the transaction, the same fees it would incur accepting a donation through its own website. These processing fees are calculated on the full amount charged to the guest (the contribution plus the booking fee), and givnTable does not deduct any platform or booking fee from the contribution. Where the Platform offers a guest the option to cover processing fees and the guest elects it, the guest bears those fees. For any nonprofit that has entered into a signed Nonprofit Partner Agreement with givnTable, the allocation of payment-processing fees is governed by Section 6 of that Agreement, which controls over this Section 5.4 to the extent of any inconsistency with respect to that nonprofit partner relationship.

5.5 Authorization

By submitting a payment, you authorize the charge for the contribution you selected (including any amount for additional attendees) and the applicable booking fee. You further represent and warrant that you are authorized to use the payment method you provide, that all payment information you provide is accurate and complete, and that you have all necessary authority to make the payment. You are responsible for any chargeback, reversal, or disputed charge you initiate, and for all fees, costs, and expenses (including reasonable attorneys’ fees) that givnTable, the nonprofit, or the payment processor incurs as a result. givnTable reserves the right to recover from you any booking fee that is refunded or charged back, and to suspend or close your account for any chargeback or reversal it reasonably believes to be improper.

6. Refunds

All transactions through givnTable are final, regardless of whether the Guest attends an event or the Host cancels the event.

7. Estimated Meal Value and Taxes

For an event that includes a meal, the host provides a good-faith estimate of the per-person value of the food and drink. That estimate is displayed for information only. It is the host’s estimate alone, not givnTable’s, and givnTable does not independently verify it. givnTable does not solicit, set, review, verify, confirm, or endorse any meal-value estimate, makes no representation or warranty as to its accuracy or completeness, and disclaims all liability arising from or relating to any such estimate, including any tax consequences to any host, guest, or donor.

givnTable does not provide tax, legal, or accounting advice of any kind, nothing on the Platform constitutes such advice, and givnTable does not issue tax receipts or charitable-contribution acknowledgments. Guest and donor confirmations are payment confirmations, not tax receipts. Any tax receipt or acknowledgment is issued by the nonprofit. Whether, and to what extent, a contribution is tax-deductible depends on the value the guest received and the guest’s own circumstances. For a nonprofit that has entered into a signed Nonprofit Partner Agreement with givnTable, the ticket price, less processing fees, is received by that nonprofit as a tax-deductible contribution, and any donor tax-receipt and acknowledgment obligations are governed by Section 8 of that Nonprofit Partner Agreement, which controls over this Section 7 with respect to that nonprofit partner relationship.

You are solely responsible for determining and reporting the tax treatment of any contribution, and you should consult your own tax advisor, and the nonprofit, for documentation. givnTable disclaims all liability for the tax consequences of any contribution.

8. Hosts — Additional Responsibilities

If you host an event, you also represent, warrant, and agree that you will, at your sole cost and expense:

9. Guests

When you RSVP and pay, your contribution goes to the nonprofit the host selected, and you pay the applicable booking fee. Attending an event may provide you with something of value, such as a meal, which can affect whether and how much of your contribution is tax-deductible, as described in Section 7. You acknowledge and agree that you attend any event, and consume any meal, entirely at your own risk, and you assume all risks arising from your attendance. givnTable is not responsible for the event, the meal, or any host’s or other guest’s conduct, and you release and discharge givnTable and its members, officers, and agents from any and all claims, liabilities, and damages arising out of or relating to any event, meal, or host conduct. You are solely responsible for determining and reporting the tax treatment of your own contribution, as described in Section 7.

10. Community Features

The Platform may, in givnTable’s sole discretion, offer community features such as hearts, votes, badges, leaderboards, and a quarterly pledge fund. All such features, and any hearts, votes, badges, points, rankings, statuses, or similar items associated with them, are provided for engagement purposes only, have no monetary or cash value, are not your property and confer no ownership, vested, or other rights, and cannot be bought, sold, transferred, or redeemed for cash. givnTable may create, modify, suspend, limit, reset, revoke, remove, or discontinue any community feature, or any hearts, votes, badges, or standings, in whole or in part, at any time and for any reason, with or without notice and without any liability to you or any other person. Except as otherwise provided in a signed nonprofit partner agreement (which controls as to that nonprofit partner), any pledge-fund distribution is made in givnTable’s sole and absolute discretion, is variable and never guaranteed, is determined by givnTable in the manner described on the Platform, and is not an obligation, entitlement, or guaranteed payment to any participant, guest, host, or organization. givnTable’s determinations regarding community features, eligibility, standings, and any pledge-fund distributions are final and binding, and givnTable reserves the right to disqualify any participant or reverse any award it believes was obtained through fraud, manipulation, error, or violation of these Terms. For any nonprofit organization that has entered into a signed Nonprofit Partner Agreement with givnTable, the standing, public commitment to fund the quarterly Community Table Fund (the greater of (a) 10% of givnTable’s net quarterly platform profits, if any, or (b) an amount givnTable determines in its discretion) and the Hearts-based, cumulative-voting distribution mechanics are governed by Section 7 of that Agreement, and nothing in this Section or these Terms disclaims, dilutes, or overrides that funding commitment or voting-based distribution as to that partner.

11. Acceptable Use

You agree that you will not, and will not attempt to, and will not authorize, encourage, or permit any other person to, use the Platform to do any of the following (which list is illustrative and not exhaustive):

We may, at any time and in our sole discretion, with or without notice and without any liability to you or any other person, take any action we consider appropriate in response to any actual, suspected, or threatened violation of these Terms or any conduct we believe may create risk or legal exposure for the Platform, its users, hosts, guests, or nonprofits, including without limitation: removing, disabling, or restricting any content or event; cancelling, refusing to publish, or refusing to process any event; withholding, delaying, reversing, cancelling, or declining to process any contribution, booking fee, or other transaction; and limiting, suspending, or terminating any account or access to the Platform, immediately and permanently. We may also investigate suspected violations and cooperate with law enforcement, regulators, and other authorities, including by disclosing information as we deem necessary or as permitted or required by law. Any such action may be taken without refund and is in addition to, and does not limit, any other remedy available to givnTable.

Notwithstanding the foregoing, the withholding, delaying, reversing, cancelling, or declining to process actions described in this paragraph do not apply to, and givnTable will not exercise them over, contributions directed to a nonprofit that has a signed Nonprofit Partner Agreement with givnTable, to the extent doing so would be inconsistent with Section 6 of that Agreement — under which each contribution is charged directly to the nonprofit partner’s connected Stripe Account, settles directly to the nonprofit partner, givnTable takes no custody or control of the contributed funds, and chargebacks and disputes are handled through the payment processor against the nonprofit partner. A signed Nonprofit Partner Agreement controls over any inconsistent provision of these Terms with respect to that nonprofit partner relationship. givnTable’s general enforcement and risk-mitigation powers under this paragraph otherwise remain in full force and effect as to all other users and transactions.

12. Intellectual Property

The Platform and all of its content, features, and functionality, and the givnTable name and logo (trademark applications pending in International Classes 36 and 43), together with all copyrights, trademarks, service marks, trade names, patents, trade secrets, and all other intellectual property and proprietary rights therein, are and will remain the sole and exclusive property of givnTable or its licensors. Subject to your continued compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Platform solely for its intended purpose. This license terminates automatically, without notice, if you breach these Terms. Except as expressly permitted in writing by givnTable, you may not copy, reproduce, modify, adapt, translate, create derivative works from, distribute, publicly display, frame, mirror, reverse engineer, decompile, scrape, or otherwise exploit the Platform or any of its content, in whole or in part. All rights not expressly granted to you are reserved by givnTable. As between you and givnTable, you retain ownership of the content you submit; however, you grant givnTable a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, transferable, and sublicensable license to use, host, store, reproduce, modify, adapt, publish, translate, create derivative works from, publicly perform, publicly display, and distribute such content, in any media now known or later developed, for any purpose relating to operating, providing, improving, marketing, and promoting the Platform and givnTable’s business.

Notwithstanding the foregoing, if you are a nonprofit partner that has entered into a signed Nonprofit Partner Agreement with givnTable, your names, logos, trademarks, and other marks (your “Marks”) and the content you submit in connection with that partnership are governed exclusively by Section 9 (Intellectual Property and Use of Marks) of that Agreement — under which each party retains ownership of its Marks, each party grants the other only a limited, non-exclusive, revocable, royalty-free license to use its Marks during the term of that agreement, use of your Marks in press materials or paid promotion requires your prior approval, and neither party may modify the other’s Marks or use them in a misleading way — and not by the perpetual, irrevocable, transferable, and sublicensable license granted in this Section 12, which continues to apply to content submitted by ordinary platform users. To the extent of any conflict, the signed Nonprofit Partner Agreement controls with respect to that nonprofit partner relationship.

You represent and warrant that you own or have all necessary rights, licenses, consents, and permissions to the content you submit and that such content does not and will not infringe, misappropriate, or violate any third party’s intellectual property, privacy, publicity, or other rights or any applicable law. You further agree that any suggestions, ideas, or other feedback you provide to givnTable regarding the Platform are and will be the sole property of givnTable, and you hereby irrevocably assign to givnTable all right, title, and interest in and to such feedback, which givnTable may use for any purpose without restriction, attribution, or compensation to you.

13. Third-Party Services

The Platform relies on, links to, or integrates with third-party services, products, and content, including Stripe for payment processing (collectively, “Third-Party Services”). Your use of any Third-Party Services, including Stripe, is also governed by that provider’s own terms of service, policies, and privacy policy, and you are solely responsible for reviewing, accepting, and complying with them, at your own risk. givnTable does not control, endorse, or assume any responsibility or liability for any Third-Party Service, or for its availability, accuracy, performance, security, pricing, content, terms, acts, or omissions, including any interruption, delay, error, unauthorized access, or failure of Stripe to process, transmit, hold, or disburse any payment or contribution. To the maximum extent permitted by law, givnTable disclaims all warranties, express or implied, regarding any Third-Party Service and any integration with it, and your dealings with, and any disputes arising from, any Third-Party Service are solely between you and the applicable provider. givnTable may add, modify, suspend, or discontinue any Third-Party Service or integration at any time, in its sole discretion, without notice or liability to you.

14. Disclaimers

The Platform, and all content, features, functionality, and services made available through it, are provided “as is,” “with all faults,” and “as available,” without warranty of any kind. To the maximum extent permitted by law, givnTable, and its members, officers, employees, agents, licensors, and suppliers, expressly disclaims all warranties, representations, conditions, and guarantees of any kind, whether express, implied, statutory, or arising from course of dealing, usage of trade, or otherwise, including without limitation implied warranties of merchantability, fitness for a particular purpose, non-infringement, title, quiet enjoyment, and accuracy or completeness of data or content. Without limiting the foregoing, givnTable does not warrant that the Platform will be uninterrupted, timely, secure, error-free, or free from viruses or other harmful components, that any defects will be corrected, that the Platform will meet your requirements or achieve any intended results. givnTable makes no warranty regarding, assumes no responsibility for, and shall not be liable for the conduct of any host, guest, nonprofit, or other user, for any event or its planning, content, safety, or outcome, for any meal or estimated meal value, for the tax treatment of any contribution, or for how a nonprofit uses, applies, or accounts for funds it receives. No advice or information, whether oral or written, obtained by you from givnTable or through or from the Platform creates any warranty not expressly stated in these Terms. You assume the entire risk arising out of your access to and use of the Platform. Because some jurisdictions do not allow the exclusion of certain warranties or the limitation of statutory rights of consumers, some or all of the above exclusions may not apply to you; in that case, such warranties are limited and disclaimed to the greatest extent and for the shortest duration permitted by applicable law.

15. Limitation of Liability

To the maximum extent permitted by law, givnTable and its members, managers, officers, directors, employees, agents, affiliates, successors, assigns, and licensors (collectively, the “givnTable Parties”) will not be liable under any circumstances for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any lost profits, revenue, goodwill, business opportunity, data, or use, or for any damages relating to any event, meal, host, guest, nonprofit, or third-party service, in each case arising out of or relating to these Terms or your access to or use of (or inability to access or use) the Platform, whether based in contract, tort (including negligence), strict liability, statute, or any other theory of liability, and whether or not the givnTable Parties have been advised of the possibility of such damages. To the maximum extent permitted by law, the givnTable Parties’ total aggregate liability for any claim arising out of or relating to these Terms or the Platform, regardless of the form or theory of the claim and regardless of the number of claims, will not exceed the greater of (a) the total booking fees you paid to givnTable in the 12 months before the event giving rise to the claim, or (b) $100. You agree that these limitations and exclusions of liability are an essential basis of the bargain between you and givnTable, that they reflect a reasonable allocation of risk, and that they will apply even if any limited or exclusive remedy is found to have failed of its essential purpose. Because some jurisdictions do not allow the exclusion or limitation of certain damages, some of the above exclusions or limitations may not apply to you; in that event, the liability of the givnTable Parties will be limited to the fullest extent permitted by applicable law.

16. Indemnification

You agree to defend, indemnify, and hold harmless the givnTable Parties from any and all claims, demands, actions, investigations, damages, losses, liabilities, judgments, settlements, fines, penalties, costs, and expenses of any kind (including reasonable attorneys’ fees and other costs of defense), whether brought by a third party or otherwise, arising out of or relating to: (a) your use of the Platform; (b) any event you host, organize, attend, or participate in; (c) any content you submit, post, or transmit; (d) your interactions or dealings with any host, guest, nonprofit, or other user; (e) your violation of these Terms, any applicable law, or the rights of any third party; or (f) any misrepresentation made by you. givnTable reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, with counsel of givnTable’s choice, and you agree to cooperate fully with givnTable’s defense of such claims. You will not settle any claim without givnTable’s prior written consent. This indemnification obligation survives any termination or expiration of these Terms and your use of the Platform.

17. Termination

You may stop using the Platform at any time. We may, in our sole discretion, suspend, restrict, or terminate your access to the Platform, with or without cause and with or without notice, and without any liability to you, including where we suspect that you have violated, or may violate, these Terms, or where we determine that your account, event, content, or activity creates or may create risk or legal exposure for the Platform, its users, hosts, guests, or nonprofits. Termination or suspension does not entitle you to any refund of any booking fee, contribution, or other amount. Upon termination or suspension, your right to access and use the Platform immediately ceases, we may cancel any pending or scheduled events associated with your account, and we have no obligation to retain, store, or return any content or data associated with your account, which we may delete or disable at any time.

Notwithstanding the foregoing, if you are a nonprofit organization that has entered into a signed Nonprofit Partner Agreement with givnTable, these termination and suspension effects — including givnTable’s cancellation of pending or scheduled events and the provision that termination does not permit any further contributions — do not override, dilute, or conflict with Section 12.4 (Effect of Termination) of that Agreement as to that nonprofit partner relationship, and any post-termination events, continued Contributions via the Platform, CTF Ballot removal, and Community Table Fund distribution with respect to that nonprofit partner are governed by that signed Agreement. These Terms otherwise continue to govern the termination and suspension of accounts and access for all other platform users.

Sections that by their nature should survive termination — including those on eligibility, your account, contributions, and payment processing, refunds, acceptable use, third-party services, intellectual property, disclaimers, limitation of liability, indemnification, and governing law — will survive.

18. Changes to These Terms

givnTable may modify, update, revise, or replace these Terms at any time and for any reason in givnTable’s sole discretion. When we do, we will post the updated Terms on the Platform with a new effective date, and posting the updated Terms in this manner constitutes reasonable and sufficient notice to you of the changes. givnTable is under no obligation to provide any additional or individual notice. The updated Terms take effect immediately upon posting (or on any later effective date stated in them), and your continued access to or use of the Platform on or after that date constitutes your acceptance of, and agreement to be bound by, the updated Terms. You are responsible for reviewing these Terms periodically to remain informed of any changes, and if you do not agree to the updated Terms your sole and exclusive remedy is to stop using the Platform.

Notwithstanding anything to the contrary in this Section 18, if you are a nonprofit organization that has entered into a signed Nonprofit Partner Agreement with givnTable, the rights and obligations specific to that nonprofit partner relationship are governed by that Agreement, which may be amended only by a writing signed by both parties, and givnTable may not unilaterally modify those nonprofit partner-specific rights or obligations by posting updated Terms under this Section 18. The posted-change mechanism described in this Section 18 continues to apply to all other users of the Platform.

19. Governing Law and Disputes

19.1 Governing law

These Terms, and any dispute, claim, or controversy arising out of or relating to these Terms or the Platform, are governed by the laws of the State of Ohio, without regard to conflict-of-laws rules — provided that the Federal Arbitration Act governs the interpretation and enforcement of the arbitration provisions in this Section 19. Venue for any dispute not subject to arbitration lies exclusively in the state and federal courts located in Hamilton County, Ohio, as further provided in Section 19.7.

Notwithstanding the foregoing, for any nonprofit that has signed a Nonprofit Partner Agreement with givnTable, any dispute arising out of or relating to that nonprofit partner relationship is governed by the governing-law and forum provisions of that Agreement, which provide that such disputes are resolved exclusively in the state and federal courts located in Hamilton County, Ohio. In the event of any conflict, that signed Agreement controls over this Section 19 with respect to that nonprofit partner relationship.

19.2 Informal resolution first

Most concerns can be resolved quickly. Before starting an arbitration, you agree to first contact us at hello@givntable.com with a short description of the dispute and the relief you seek, and to give us 30 days to try to resolve it informally. We will do the same for any dispute we raise with you. Full completion of this informal-resolution process is a mandatory precondition to commencing any arbitration or filing any claim, and neither party may start an arbitration before the 30-day period has expired. The notice must be individually submitted and personally signed by you (or, for givnTable, by an authorized representative), must identify your account and describe the specific dispute and relief sought, and may not be submitted on behalf of multiple users. If a claim is submitted without first complying with this Section 19.2, either party or the arbitrator may require that it be dismissed or stayed, and no applicable limitations period is tolled by any noncompliant filing.

19.3 Binding arbitration

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS.

Except for the disputes described in Section 19.6, you and givnTable agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Platform will be resolved by final and binding individual arbitration, rather than in court. The arbitration will be administered by a recognized arbitration provider under its consumer arbitration rules, before a single arbitrator (to be selected in the sole discretion of givnTable), and unless the parties agree otherwise, will be conducted by remote or video hearing or, at givnTable’s election, in Hamilton County, Ohio. The arbitrator decides the dispute and may award the same individual relief a court could. You understand that you are giving up the right to a trial in court and to a jury. This arbitration agreement is governed by the Federal Arbitration Act, and, except for the enforceability of the class-action waiver in Section 19.4 (which is reserved to the courts), questions concerning the scope, applicability, and arbitrability of any dispute are for the arbitrator to decide.

This Section 19.3 does not apply to a nonprofit that has signed a Nonprofit Partner Agreement with givnTable. Any dispute arising out of or relating to that nonprofit partner relationship is not subject to arbitration and instead is resolved in the state and federal courts located in Hamilton County, Ohio, as provided in that Agreement and Section 19.7.

19.4 Class-action waiver

You and givnTable agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person’s claims and may not preside over any form of a class or representative proceeding. If this class-action waiver is found unenforceable as to a particular claim, that claim — and only that claim — will be severed and heard in the courts identified in Section 19.7, while all other claims proceed in arbitration. You and givnTable further waive, to the fullest extent permitted by law, any right to a jury trial and any right to bring, join, or participate in a private attorney general or other representative action.

The arbitration and class-action-waiver provisions of this Section 19.4 do not apply to a nonprofit that has signed a Nonprofit Partner Agreement with givnTable with respect to any dispute arising out of or relating to that nonprofit partner relationship.

19.5 Your right to opt out

You can decline this agreement to arbitrate and the class-action waiver in Sections 19.3–19.4. To opt out, send an email to hello@givntable.com within 30 days of the date you first accept these Terms, stating your name and that you are opting out of the arbitration agreement. Opting out affects only Sections 19.3–19.4 — the rest of these Terms still apply — and it will not affect your account or your use of the Platform in any way. If you opt out, disputes between you and givnTable will be resolved in the courts identified in Section 19.7. This is the only way to opt out. An opt-out notice must be individually submitted and personally signed by you, must identify your account, and is not valid if submitted by an agent or on behalf of more than one person.

A nonprofit that has signed a Nonprofit Partner Agreement with givnTable need not opt out, because disputes arising out of or relating to that nonprofit partner relationship are already governed by that Agreement and are not subject to Sections 19.3–19.4.

19.6 Exceptions

Either party may bring an individual claim in small-claims court if it qualifies. And either party may seek injunctive or other equitable relief in court to stop actual or threatened infringement or misuse of its intellectual property or confidential information. Nothing in Sections 19.3–19.4 applies to those matters.

19.7 Court disputes

For any dispute that is not subject to arbitration — including where you have opted out under Section 19.5, where a claim is severed under Section 19.4, or where Section 19.6 applies, or where the dispute arises out of or relates to a nonprofit partner relationship governed by a signed Nonprofit Partner Agreement — the state and federal courts located in Hamilton County, Ohio have exclusive jurisdiction, and you irrevocably consent to that jurisdiction and venue and waive any objection to it, including any objection based on lack of personal jurisdiction, improper venue, or forum non conveniens, and any right to a jury trial.

19.8 Limitations period; fees

Any claim arising out of or relating to these Terms or the Platform must be filed within one (1) year after the claim accrues, or it is permanently barred, to the maximum extent permitted by law. In any arbitration or court proceeding between you and givnTable, givnTable is entitled to recover its reasonable attorneys’ fees and costs if it is the prevailing party or if a claim is found to be frivolous, brought in bad faith, or brought for an improper purpose, to the maximum extent permitted by law.

20. Privacy

givnTable’s Privacy Policy explains how it collects, uses, and shares information in connection with the Platform, and is expressly incorporated into and made a part of these Terms by reference with the same force and effect as if set forth in full here. By accessing or using the Platform, you acknowledge that you have read and understand the Privacy Policy and you consent to givnTable’s collection, use, sharing, and processing of your information as described in it. If you do not agree to the Privacy Policy, you must not access or use the Platform.

21. General

21.1 Entire agreement

These Terms and the Privacy Policy are the entire agreement between you and givnTable regarding the Platform and supersede any prior or contemporaneous understandings, communications, representations, warranties, and agreements, whether written or oral, regarding the Platform. In the event of any conflict between these Terms and any other materials, these Terms control unless givnTable expressly provides otherwise in a writing signed by an authorized representative of givnTable. Provided, however, that if you are a nonprofit partner that has entered into a signed Nonprofit Partner Agreement with givnTable, that Agreement (including, without limitation, Section 14.2 (Entire agreement) and Section 14.3 (Amendment) thereof) governs and controls over any inconsistent provision of these Terms with respect to that nonprofit partner relationship, and these Terms otherwise remain the entire agreement between you and givnTable.

21.2 Severability

If any provision of these Terms is held unenforceable, illegal, or invalid by a court or arbitrator of competent jurisdiction, that provision will be modified, limited, and reformed to the minimum extent necessary to make it valid and enforceable while best accomplishing its original intent, and the intent of these Terms, and if it cannot be so reformed, it will be severed. In either case, all remaining provisions of these Terms will remain in full force and effect.

21.3 No waiver

Our failure to enforce a provision is not a waiver of it.

21.4 Assignment

You may not assign these Terms without our consent. We may assign them to a successor in connection with a merger or sale of substantially all our assets.

21.5 Contact

Questions or notices regarding these Terms may be sent to givnTable at hello@givntable.com. Notices to givnTable are deemed given only upon our actual receipt. We may provide notices to you by email to the address associated with your account, by posting on the Platform, or by other reasonable means, and such notices are deemed given when sent or posted.

21.6 No third-party beneficiaries

These Terms are for the sole benefit of you and givnTable and their permitted successors and assigns, and are not intended to and do not confer any rights or remedies on any other person, including any host, guest, or nonprofit.

21.7 Force majeure

givnTable will not be liable or responsible for any failure or delay in performing its obligations, or for any interruption or unavailability of the Platform, resulting from causes beyond its reasonable control, including acts of God, natural disasters, epidemics or pandemics, war, terrorism, civil unrest, labor disputes, governmental action, utility or internet failures, or failures of third-party services or payment processors.

21.8 Headings

Section titles and headings in these Terms are for convenience of reference only and do not define, limit, or affect the meaning or interpretation of any provision.

See also: Privacy Policy · Cancellations & Refunds