Terms and Conditions

Site Terms of Use

SITE TERMS OF USE
OPERATIONS SMILE (“OSI”)
WEBSITE TERMS AND CONDITIONS

DATE OF LAST REVISION: NOVEMBER 17, 2025

IMPORTANT – THIS IS A LEGAL AGREEMENT BETWEEN YOU AND OPERATION SMILE, INC. (“OSI,” “WE” OR “US” OR “OUR”). PLEASE READ THESE TERMS AND CONDITIONS (“SITE TERMS”) CAREFULLY BEFORE USING THIS WEBSITE. BY USING THIS WEBSITE, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS, AS WELL AS TO ALL APPLICABLE LAWS AND REGULATIONS, AND ALONG WITH ANY OTHER TERMS AND CONDITIONS AS MAY BE SET FORTH BY O[ERATION SMILE.  IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT USE THIS SITE.

THESE SITE TERMS APPLY EXCLUSIVELY TO YOUR ACCESS TO, AND USE OF, THE OSI WEBSITE LOCATED AT WWW.OPERATIONSMILE.ORG, TO ALL ASSOCIATED SUBDOMAINS, ONLINE SERVICES, AND MOBILE APPLICATIONS, AND TO ANY OTHER WEBSITES TO WHICH THESE SITE TERMS ARE LINKED (COLLECTIVELY, THE “SITE”). THESE SITE TERMS DO NOT ALTER THE TERMS OR CONDITIONS OF ANY OTHER AGREEMENT YOU MAY HAVE WITH OSI. IF YOU ARE USING THE SITE ON BEHALF OF ANY ENTITY, YOU REPRESENT AND WARRANT YOU ARE AUTHORIZED TO ACCEPT THESE SITE TERMS ON SUCH ENTITY’S BEHALF, AND SUCH ENTITY AGREES TO INDEMNIFY YOU AND OSI FOR VIOLATIONS OF THESE SITE TERMS.

OSI RESERVES THE RIGHT TO CHANGE OR MODIFY ANY OF THE TERMS AND CONDITIONS CONTAINED IN THE SITE TERMS OR ANY POLICY OR GUIDELINE OF THE SITE, AT ANY TIME AND IN ITS SOLE DISCRETION. ANY CHANGES OR MODIFICATION WILL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE REVISIONS ON THE SITE. YOUR CONTINUED USE OF THE SITE FOLLOWING THE POSTING OF CHANGES OR MODIFICATIONS WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. THE DATE THESE SITE TERMS WERE LAST UPDATED IS STATED AT THE BEGINNING OF THIS DOCUMENT.  YOU SHOULD FREQUENTLY REVIEW THE SITE TERMS AND APPLICABLE POLICIES TO UNDERSTAND THE TERMS AND CONDITIONS THAT APPLY TO YOUR USE OF THE SITE. IF YOU DO NOT AGREE TO THE AMENDED TERMS, YOU MUST STOP USING THE SITE.

Description of OSI Site

Operation Smile is a global nonprofit specializing in cleft surgery and care. The Site provide users with access to a variety of information and resources, including works of authorship, e-newsletters, event-related materials, articles, programs, videos, and other relevant content (collectively, the “Content”).

Personal Information

You can visit the Site and access most of the Content, features and functionality without being required to provide us with any personal information. However, to gain access to certain Content or to avail yourself of certain functionality will require that you provide us with some personally identifying information about yourself, as more specifically detailed in our privacy policy, located at:

Age Requirements

OSI Site is intended solely for users who are 13 years of age or older, and any registration by, use of or access to the Site by anyone under 13 is unauthorized.  If you are 13 or older but under the age of 18, you should review these Site Terms with your parent or guardian to make sure that your parent or guardian understands them, agrees to be bound by them and you should only use the Site with their permission and under their supervision.  Additionally, you have to be 18 years of age or older to make a donation.  If you are a parent or guardian of a child who is at least 13 years of age, but under the age of 18, and you give your child permission to use the Site, you hereby agree to the terms set forth in these Terms if Use on behalf of both yourself and your child.

Intellectual property rights

Copyright and Limited License

Unless otherwise indicated in the Site, the Site and all content and other materials on the Site, including, but not limited to, all trademarks, service marks, designs, texts, graphics, pictures, information, data, software, methods, inventions, sound files, other files and the selection and arrangement thereof (collectively, the “Site Materials”) are the proprietary property of OSI or the OSI network, licensors, or users and are protected by U.S. and international copyright, trademark, and other intellectual property laws. Permission is granted to access and use the Site and to display, copy, print and download the Site Materials for personal, non-commercial use only, in accordance with these Site Terms and the other rules and restrictions contained in the Site, provided you do not modify the Site Materials and you retain all copyright, trademark, and other proprietary notices contained in the materials. In addition, you agree such permission does not include: (a) any commercial use or any resale or redistribution of the Site or the Site Materials therein; (b) the collection and use of any product listings, pictures or descriptions; (c) the distribution, public performance or public display of any Site Materials, (d) making any derivative uses of the Site and the Site Materials, or any portion thereof; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of the Site, the Site Materials or any information contained therein, except as expressly permitted on the Site; or (g) any use of the Site or the Site Materials other than for its intended purpose. The permission granted herein is revocable at any time, with or without cause. Except as expressly stated herein, none of the Site Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted, transmitted or otherwise used in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of OSI, the copyright owner. The permission given to you terminates automatically if you breach any of the Terms and Conditions. Upon termination, you must immediately destroy any downloaded and printed materials. You may not, without OSI’s permission, “mirror” any material contained on this Site on any other server. Any unauthorized use of any material contained on this Site may violate applicable law (including copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes).  OSI does not warrant nor represent that your use of any Content or materials displayed on the Site will not infringe rights of third parties. 

Trademarks & Service Marks

The globe logo, Operation Smile, the OSI initials, and any other product or service name or slogan contained in the Site are trademarks of OSI, the OSI network, its corporate partners, licensors, or other respective owners, and may not be copied, imitated or used, in whole or in part, without the prior written permission of OSI or the applicable trademark holder. Additionally, all page headers, custom graphics, and button icons are service marks, trademarks, logos, and/or trade dress of OSI. You may not use any meta tags or any other “hidden text” using “Operation Smile,” the OSI initials, or any other name, trademark or product or service name of OSI without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of OSI and may not be copied, imitated or used, in whole or in part, without our prior written permission. Reference to any products, services, promises or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by OSI.

Copyright Complaints

If you believe in good faith that your copyrighted work has been reproduced on our site without authorization in a way that constitutes copyright infringement, please provide OSI’s copyright agent, at the address provided below, the following information:
1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
3. a description of where the material you claim is infringing is located on this site;
4. your address, telephone number, and email address;
5. a signed, written statement, made under penalty or perjury, that: a. you have a good faith belief the disputed use is not authorized by the copyright owner, its agent, or the law; b. the above information in your notice is accurate; and c. you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

OSI’s agent for notice of claims of copyright or other intellectual property infringement can be reached either by mail to Legal Department, Operation Smile Inc., 3641 Faculty Boulevard, Virginia Beach, VA 23453; or by email to [email protected]. This contact information is only for suspected copyright or other intellectual property infringement notices only, and is not for reprint or use permission requests. Contact information for other matters is provided elsewhere on this site. We may give notice of a claim of copyright infringement to our users by means of a general notice on the Site, electronic mail to a user’s email address in our records, or by written communication sent by first- class mail to a user’s address in our records.

Repeat Infringer Policy

OSI respects the intellectual property of others, and we ask our users to do the same. In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, OSI has adopted a policy of terminating, in appropriate circumstances and at its sole discretion, the access of any users who are deemed to be repeat infringers. OSI may also at its sole discretion limit access to this Site for any users who infringe the intellectual property rights of others (regardless of whether there is any repeat infringement).

Sites Linked From This Site; Third Party Content

This Site may contain links to or may frame third party Websites (“Third Party Sites”) and may contain or link to third party information, materials, communications or other content (collectively the “Third Party Content”). Such Third Party Content and Third Party Sites are not under OSI’s control, and OSI does not endorse, assume any responsibility or liability for, or make any representations or warranties regarding the Third Party Sites, the Third Party Content or any products or services offered by any third parties on the Site or any Third Party Site. OSI does not intend links on this Site to be referrals or endorsements of the linked entities, or their products or services, and are provided for convenience only. Your use of Third Party Sites or Third Party Content, or any third party products and services, is at your own risk and subject to the terms and conditions of the third party provider.

Reservation of Rights

OSI reserves the right, in its sole discretion and at any time, to modify, interrupt, limit, suspend or discontinue, temporarily or permanently, the Websites, in whole or in part, including, but not limited to, as we deem necessary for purposes of maintenance, upgrades and the like, or to maintain the Websites or to comply with applicable law. OSI shall not be liable to you or to any third party for any such modifications, suspensions or discontinuances of the Websites.

Payments and Payments Processing; Rules for All Payments

You can make an online donation to OSI, or purchase goods from our online store.  OSI has engaged the services of  third party payment service provider(s) to process all donation/payment transactions.  OSI is not affiliated with any such third party payment service provider(s), and neither is the agent or employee of the other, and OSI is not responsible in any way for the actions or performance (or lack thereof) of such third party payment service provider(s).  Accordingly, OSI expressly disclaims responsibility and liability for all payment processor services, and you hereby agree that OSI shall not be responsible for any loss or damage of any sort incurred as a result of such services. Additionally, since such third party payment service provider(s) will have access to the information you provide to them when making a donation, you should not make a donation if you are not comfortable with sharing your information with them.

You hereby acknowledge and agree that (1) for all payment transactions, you will not use an invalid or unauthorized credit or debit card or other payment method; (2) all donations are final and non-refundable. If you have any questions regarding any donation, please contact us by [            ]

Sites Linking to This Site

If you would like to link another website to this Site, you may only do so if you obtain OSI’s prior written permission. Such link may not suggest or imply OSI’s endorsement or approval of any product, position, entity, or individual, or portray OSI in a false, misleading, derogatory or otherwise defamatory manner, and the linking site may not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. Any right to link may be revoked at any time. You may not use the OSI logo or other proprietary graphic of OSI to link to the Site without the express written permission of OSI. Further, you may not frame or provide inline links to the Site without OSI’s express written consent.

User Content and Interactive Services or Areas

The Site may include discussion forums, user generated content or other interactive areas or services (“Interactive Areas”), including personal fundraising pages, message boards, online hosting or storage services, or other areas or services in which you or other users create, post or store any content, messages, materials, data, information, text, music, sound, photos, video, graphics, code or other items or materials on the Site (“User Content”). You are solely responsible for your use of such Interactive Areas and use them at your own risk. By using any Interactive Areas, you agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Site any of the following:
(a) User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
(b) User Content that 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, including, without limitation, the regulations of the U.S. Securities and Exchange Commission or any rules of a securities exchange such as the New York Stock Exchange, the American Stock Exchange or the NASDAQ;
(c) User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By posting any User Content, you represent and warrant you have the lawful right to distribute and reproduce such User Content;
(d) User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
(e) User Content that, in OSI’s sole judgment, may endanger or otherwise affect OSI’s tax exempt status, including but not limited to content on behalf of (or in opposition to) any candidate for public office, and content that contains propaganda or otherwise attempts to influence legislation;
(f) Promotions, advertising or solicitations;
(g) Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
(h) Viruses, corrupted data or other harmful, disruptive or destructive files; and
(i) User Content that, in the sole judgment of OSI, is objectionable or which restricts or inhibits any other person from using or enjoying the Interactive Areas or the Site, or which may expose OSI or its users to any harm or liability of any type.
OSI takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is OSI liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Your use of Interactive Areas is at your own risk. As a provider of interactive services, OSI is not liable for any statements, representations or User Content provided by its users in any public forum, personal homepage or other Interactive Area. Although OSI has no obligation to screen, edit or monitor any of the Content posted in any Interactive Area, OSI reserves the right, and has absolute discretion, to remove, screen or edit any User Content posted or stored on the Site at any time and for any reason without notice. Any use of the Interactive Areas or other portions of the Site in violation of the foregoing violates these Site Terms and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Site.
You retain all rights in User Content (other than Feedback) you post to the Site. Unless we indicate otherwise, you grant OSI and the OSI network a nonexclusive, worldwide, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such User Content on or in connection with the Site and any related Services. You grant OSI, the OSI network, and their affiliates and sublicenses the right to use the name you submit in connection with such content, if OSI chooses. You represent and warrant (a) you own and control all of the rights to the User Content you post or you otherwise have the right to post such User Content to the Site; (b) the User Content is accurate and not misleading; and (c) use and posting of the User Content you supply does not violate these Site Terms and will not violate any rights of or cause injury to any person or entity.

Registration Data; Account Security

In consideration of your use of the Site, if you create any account on the Site, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (“Registration Data”); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to OSI, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information you provide to OSI.

Content Policy

What you share online about your experience represents Operation Smile. We encourage you to share this experience with friends, family and supporters to educate and raise awareness about our organization.

Please tag @operationsmile and @osstudpro in your social media posts. We also request that you share stories with us at [email protected].

By creating content about Operation Smile or from any of our medical programs, you agree to the following policies.

• Above all else, you will respect the privacy and dignity of our patients.
• Your posts will not be discriminatory, offensive, hateful, defamatory or otherwise illegal.
• Your posts will be culturally sensitive.
• Any photo or video you produce will occur with little to no interruption of the medical program.
• You will not use copyrighted music in any video or post you publish.
• You will not create content from an Operation Smile program to promote other organizations or companies.
• You will not post unapproved information about Operation Smile projects or future projects in development.
• You will obtain informed, verbal consent prior to capturing images of patients, volunteers or Operation Smile staff, and be clear about the way that you will use their image and information.
• You will not publish patients’ personal information, including their last names.
• You will not publish images of patients who look uncomfortable, frightened or in pain.  
• You will not publish images of patients who are having their blood drawn, being intubated or extubated, or who have blood around their stitching, face and or medical gown.
• You will not post patient PIT photos. These are photos are part of a patient’s medical records.  
• You will not post immediate post-operative photos of patients.  
• You will respect the privacy patients who are undergoing anesthesia or who are waking up from anesthesia.
• You will respect the privacy of patients who are partially clothed or unclothed.
• You will be mindful of the words used in your post. You will not refer to a patient as a “cleft patient.” Say instead, “a patient born with a cleft condition” or something similar. In posts, do not refer to their cleft condition as a “deformity.” While this may be a medical term, our patients have told us they do not appreciate this word being used casually. Think about how you contribute to patient dignity and respect.
• You understand that Operation Smile provides “renewed hope,” not “hope”; “new smiles,” not “smiles” and will use the appropriate language. You agree to refer to “patients with cleft conditions” (or another variant), never “cleft patients.” You agree to reference “developing countries,” never “third-world.” You agree to use “cleft condition” or “cleft lip and cleft palate,” never “deformities,” “defect” or “malformation.”
• Our name is Operation Smile and must appear in the same type style, color and size as the surrounding text. It may not be emphasized by underlining, increasing its size or setting the font appearance to bold or italic. Publicly, we’re “Operation Smile,” never “OpSmile” or “OSI” or “OS” or another variant.
• You will not publish images of patients who have poor lip revision scars. Often, these patients did not receive surgical care from our medical teams, and without the proper context, this could be a poor reflection of our work. You will not criticize the work of other surgical organizations.
• You will not post political views or discuss political issues within any host country.  
• You will not post your travel itinerary.  
• You will not post your personal opinions of other Operation Smile staff or volunteers.  
• You will not post inappropriate photos of yourself, team members or patients that may be perceived as unprofessional, culturally insensitive or offensive, or violating a patient’s right to privacy.  
• You will check-in during emergency situations.  

OPERATION SMILE RESERVES THE RIGHT TO ASK YOU TO REMOVE DIGITAL CONTENT RELATED TO THE ORGANIZATION, ITS PROGRAMS AND PATIENTS AT ANY TIME, FOR ANY REASON.

Feedback and Materials

Any comments or materials sent to OSI (via any medium including e-mail and regular mail) including feedback data, such as questions, ideas, comments, suggestions, or the like regarding this Site or any other products or programs of OSI (collectively “Feedback”), shall be deemed to be non-confidential and shall become the sole property of OSI. You hereby assign all rights in the Feedback to OSI, and OSI shall have no obligation of any kind with respect to such Feedback. Without limiting the foregoing, OSI shall be free to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute the Feedback to others without limitation, without acknowledgment or compensation to you. Further, you expressly waive any moral rights you may have in such Feedback.

Disclaimer of Warranties

YOUR USE OF THIS SITE, THE CONTENT, THE SITE MATERIALS AND THE SERVICES PROVIDED ON OR THROUGH THE SITE (THE “SERVICES”) IS AT YOUR OWN RISK AND ARE PROVIDED “AS IS”, WITHOUT WARRANTIES OF ANY KIND. OSI DOES NOT REPRESENT OR WARRANT THE SITE, THE SITE MATERIALS OR THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THE SITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. OSI IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS. REFERENCE TO ANY PRODUCTS, SERVICES, PROGRAMS OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION THEREOF, OR ANY AFFILIATION THEREWITH, BY OSI. TO THE FULLEST EXTENT ALLOWED BY THE LAW, OSI EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, CONDITIONS AND OTHER TERMS EITHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS AND FITNESS FOR PARTICULAR PURPOSE.

Indemnity

You agree to defend, indemnify and hold OSI, and its affiliates, independent contractors, service providers, suppliers, licensors and consultants, and their respective officers, directors, employees, and agents (the “Indemnified Parties”), harmless from and against any claims, damages, costs, actions, demands, liabilities, settlements and/or expenses (including without limitation, reasonable attorneys’ fees) arising out of or related to your violation of these Site Terms, any User Content you post, store or otherwise transmit on or through the Site, or your use of or inability to use the Site, including without limitation any actual or threatened suit, demand or claim made against the Indemnified Parties, arising out of or relating to the Content, your conduct, or your violation of the rights of any third party.

Limitation of Liability

N NO EVENT SHALL OSI, ANY OTHER PARTY (WHETHER OR NOT INVOLVED IN CREATING, PRODUCING, MAINTAINING OR DELIVERING THE SITE), AND/OR THE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS OR AGENTS OF ANY OF THEM, BE LIABILE FOR ANY DIRECT, INCIDENTIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOSS OF USE, LOSS OF INCOME, LOSS OF ACTUAL OR ANTICIPATED PROFITS, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF GOODWILL OR REPUTATION, LOSS OF ANTICIPATED SAVINGS, , DAMAGE TO OR CORRUPTION OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE, THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM OSI, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO OSI’S RECORDS, AND PROGRAMS OR SERVICES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF OSI, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED),
PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF THE SITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO OSI FOR THE PURPOSE OF ACCESSING OR USING THE SITE.

Additional Websites Subject to Site Terms

These Site Terms shall apply to the following websites and all associated subdomains:

Termination; Removal of User Content

Notwithstanding any of these Site Terms, OSI reserves the right, without notice and in its sole discretion, to discontinue the Site or any Services offered through the Site and to terminate your license to use and block your access to the Site at any time without notice. In addition, OSI reserves the right to delete, edit or modify any and all User Content contained in the Site and any services offered through the Site at any time without notice.

Service Provided In United States; Compliance With Laws

OSI Site is hosted in the United States.  If you are a non-U.S. user of OSI, by visiting the Site you agree to comply with all applicable federal and state U.S. laws. You further agree to comply with all applicable laws regarding the transmission of data exported from the United States or the country in which you reside. 

We make no representations that the Site and any and all information contained therein, including any Content and Site Materials, is appropriate, available or legal in any particular location. The Site is not intended for access or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject OSI to any registration requirement within such jurisdiction or country. You hereby acknowledge and agree that you are choosing to access the Site and all related services, information, Site Materials or Content on your own initiative and that you are responsible for compliance with all applicable international, federal, state, local and any other applicable laws, statutes, ordinances and regulations regarding your use of the thereof.

Governing Law and Jurisdiction

These Site Terms and your use of the Site are governed and construed in accordance with the laws of the Commonwealth of Virginia, U.S.A., applicable to agreements made and to be entirely performed in the City of Virginia Beach, Virginia, without resort to its conflict of law provisions. You agree any action at law or in equity arising or in any way relating to these Site Terms shall be filed only in the state courts located in the City of Virginia Beach, Virginia and/or federal courts of the Eastern District of Virginia located in the City of Norfolk, Virginia and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Site Terms.

Agreement to Arbitrate

Please read this arbitration provision carefully to understand your rights. You acknowledge and agree that any claim that you may have in the future must be resolved through binding arbitration. You acknowledge and agree that you are waiving the right to a trial by jury. The rights that you would have if you went to courts, such as discovery or the right to appeal, may be more limited or may not exist with binding arbitration.

You agree that you may only bring a claim in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. You further agree that the arbitrator may not consolidate proceedings or claims or otherwise preside over any form of a representative or class proceeding.

Arbitration is a method of resolving a Claim without filing a lawsuit. “Claim” means any dispute between you, OSI, and/or any involved third party (including without limitation Subscribers, Foundations, and Charities) relating to this Agreement. This includes any and all Claims that relate in any way to your use of the Services, your attempted use of the Services, and any act or omission by OSI org, its licensors, or any third party related to your use or attempted use of the Services.

You, OSI, or any involved third party may pursue a Claim. OSI agrees to binding arbitration should it have any Claims against you. Likewise, you agree to binding arbitration should you have any Claims against OSI. By agreeing to arbitrate, you waive the right to go to court and agree instead to submit any Claims to binding arbitration. This arbitration provision sets forth the terms and conditions of our agreement to binding arbitration and is governed by and enforceable under the Federal Arbitration Act, 9 U.S.C. §§ 1-16, as amended.

You agree to negotiate with OSI in good faith about your problem or dispute. If for some reason your problem or dispute is not resolved to your satisfaction within 60 days after OSI’s receipt of your written dispute, you agree to the dispute resolution provisions below.

Commencement of Arbitration. You and OSI agree to commence any arbitration proceeding within one (1) year after the Claim arises (including the mandatory pre-dispute procedures outlined above) and that any proceeding commenced after one (1) year shall be barred.

Arbitration Location. For your convenience, the arbitration may be conducted in the federal district where you reside, or at another place mutually agreeable to the parties.

Any claims or disputes where the total amount sought is less than $10,000 may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount sought is $10,000 or more, the right to a hearing will be determined by the arbitral forum’s rules. If non-appearance arbitration is elected, the arbitration will be conducted by telephone, online, written submissions, or any combination of the three; the specific manner will be chosen by the party initiating the arbitration. The arbitration will not involve any personal appearance by the parties or witnesses unless the parties mutually agree otherwise.

Arbitration Rules

The Federal Arbitration Act (“FAA”) governs the interpretation and enforcement of this dispute-resolution provision. Arbitration will be initiated through the American Arbitration Association (“AAA”) and will be governed by the AAA Consumer Arbitration Rules, available here as of the date of this Agreement, or by calling the AAA at 1-800-778-7879. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. The rules of the arbitral forum will govern all aspects of this arbitration, except to the extent those rules conflict with this Agreement. The arbitration will be conducted by a single neutral arbitrator.

Arbitration Fees.

In some instances, you may not have to pay any fees to arbitrate with OSI. The AAA’s Consumer Arbitration Rules provide that filing fees, hearing fees and arbitrator compensation are OSI’s responsibility.  Initially, you are required to pay AAA’s initial filing fee, but OSI will reimburse you for this filing fee at the conclusion of the arbitration to the extent it exceeds the fee for filing a complaint in a federal or state court in your county of residence. If the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules and OSI will not reimburse your initial filing fee. The parties agree that the AAA has discretion to modify the amount or timing of any administrative or arbitration fees due under the AAA Rules where it deems appropriate, provided that such modification does not increase the AAA fees to you or OSI, and you and OSI waive any objection to such fee modification.

The parties shall each pay their own additional fees, costs, and expenses, including without limitation those for any attorneys, experts, documents, and witnesses.

Authority of the Arbitrator

The arbitrator will decide the jurisdiction of the arbitrator and the rights and liabilities, if any, of you and OSI. The dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator will have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator will have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under law, the arbitral forum’s rules, and this Agreement. The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and OSI.

Waiver of Jury Trial

YOU AND OSI WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and OSI are instead electing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and OSI over whether to vacate or enforce an arbitration award, YOU AND OSI WAIVE ALL RIGHTS TO A JURY TRIAL and elect instead to have the dispute be resolved by a judge.

Waiver of Class or Consolidated Actions

ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor we are entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth herein.

Grouped Arbitrations

To the extent permitted by applicable law and notwithstanding any other provision of this Agreement, to increase efficiency of resolution, in the event 100 or more similar arbitration demands are presented to an arbitration provider selected in accordance with the rules described above within a 30-day period: (A) the parties shall cooperate to organize the arbitration demands into randomized groups of no more than 100 demands (plus, to the extent there are fewer than 100 arbitration demands remaining after the assigning as described above, a final group consisting of the remaining demands); (B) claimants’ counsel shall organize and present the grouped demands to the arbitration provider in a format as directed by the arbitration provider; (C) the arbitration provider shall assess one set of filing and administrative fees per group and shall assign one arbitrator per group, pursuant to the applicable arbitration provider’s rules governing arbitrator assignment and subject to any applicable disclosure and disqualification procedures available under applicable law; (D) the arbitration provider shall set up one Arbitration Management Conference per group; (E) regardless of the grouping described above, the arbitrator shall resolve all arbitrations within a group on an individual basis; and (F) no final award from an arbitrator in any one arbitration shall have preclusive effect in any other arbitration. You agree to cooperate in good faith with OSI and the arbitration provider to implement such a grouped approach to administration and fees. Notwithstanding any provision in the Agreement to the contrary, grouped arbitrations shall take place in person or, if the parties prefer, by video conference. The parties may also agree to conduct arbitration based on written submissions alone.

Term and Termination. 

These Site Terms and your right to use OSI Site will take effect at the moment you access the Site, and is effective, binding and enforceable for as long as use the Site.  In addition, OSI reserves all of its legal rights to pursue any and all legal remedies if we believe you are using the Site for fraudulent or unlawful activity or you are taking any actions or omissions that violate any term or condition of these Site Terms, or in order to protect its name and goodwill, its business, and/or other users.  All provisions of these Site Terms that by their nature our intended to survive termination will so survive and remain binding and effective – such provisions include, but are not limited to the miscellaneous section below, the provisions concerning OSI’s proprietary rights, indemnity, disclaimers of warranty, limitation of liability, and governing law.

Miscellaneous

These Site Terms constitutes the entire agreement between you and OSI and governs your use of the Site, superseding any prior agreements between you and OSI. You will not assign the Site Terms or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of OSI. Any purported assignment or delegation by you without the appropriate prior written consent of OSI will be null and void. We may assign these Site Terms or any rights hereunder without your consent. Failure by OSI to insist on strict performance of any of the terms and conditions of these Site Terms will not operate as a waiver by OSI of that or any subsequent default or failure of performance.  The Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject OSI to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the Site or any portion of the Site, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the service or other features that the Site provides.  If any provision (or part thereof) contained in these Site Terms is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction or on account of a conflict with an applicable government regulation, such determination shall not affect the remaining provisions (or parts thereof) contained herein and the illegal, invalid, or unenforceable clause shall be modified in compliance with applicable law in a manner that most closely matches the intent of the original language.  No joint venture, partnership, employment, or agency relationship exists between you and OSI as result of these Site Terms or your utilization of the Site.  Headings herein are for convenience only.

Questions & Contact Information

Thank you for your acceptances of these Site Terms. Questions or comments regarding the Site should be directed by electronic mail to [email protected].