Organization Agreement

Last updated: [DATE] Between: [ALUM LEGAL ENTITY NAME] ("ALUM", "we", "us") and the organization identified during registration ("Organization", "you").

Plain-language summary (not legally binding): This Agreement governs Organizations that create a presence on ALUM — alumni networks, associations, religious bodies, nonprofits, professional bodies, clubs, and any other group. It covers verification, fundraising, withdrawals, your responsibilities to your members, data protection (you are the controller of your members' data; ALUM processes it for you), branding and custom domains, and what happens if things go wrong.

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1. Formation of This Agreement

1.1. This Agreement takes effect when a Verified User creates an Organization on the Platform or accepts this Agreement on the Organization's behalf. The individual accepting warrants that they have authority to bind the Organization; if the Organization is unincorporated, the accepting individual and the Organization's Owner are jointly bound.

1.2. This Agreement incorporates by reference the ALUM Terms of Service, the Privacy Policy, and the Data Processing Addendum (DPA) at Annex 1 [or separate document]. Individuals holding Org Roles remain personally bound by the Terms of Service.

1.3. Order of precedence in case of conflict: (1) the DPA, in respect of data protection; (2) this Agreement; (3) the Terms of Service; (4) any module-specific supplemental terms, which prevail only for the relevant Module.

1.4. Capitalized terms not defined here have the meanings given in the Terms of Service.

2. Organization Categories

2.1. During registration, you must accurately identify your category (for example: alumni association, religious organization, professional body, nonprofit/NGO, club or society, community group, educational institution, or other).

2.2. All categories are subject to this Agreement. In addition, you are solely responsible for compliance with laws and regulations specific to your category and jurisdiction, including without limitation:

• Nonprofits/NGOs and charitable organizations: registration, charitable-solicitation, reporting, and governance requirements (in Nigeria, including CAMA 2020 requirements for incorporated trustees where applicable);
• Religious organizations: any registration or financial-reporting obligations applicable to religious bodies in your jurisdiction;
• Professional bodies: rules of the relevant professional regulator;
• Educational/alumni bodies: any obligations owed to affiliated institutions, including use of institutional names and marks.

2.3. ALUM may enable, restrict, or configure Modules differently by category where reasonably necessary for legal compliance or risk management.

3. Verification, Tiers, and Fundraising Caps

3.1. Unverified status. New Organizations begin as Unverified. Unverified Organizations are subject to: (a) caps on aggregate donations received; (b) limits on withdrawal amounts and frequency; and (c) restricted access to advanced Modules. Current caps and limits are published at [LINK] and may be updated with notice.

3.2. Verification. To become Verified, you must submit the documentation we request (which may include registration certificates, constitutions or governing documents, proof of address, identity documents of principal officers, and bank account evidence). ALUM reviews submissions and may approve, deny, or request further information at its reasonable discretion.

3.3. Ongoing accuracy. You must keep verification information current and notify us within [14] days of material changes (change of Owner, legal status, governing documents, or settlement bank account).

3.4. Re-verification and downgrade. We may require re-verification, or downgrade a Verified Organization to Unverified (restoring caps and limits), where we reasonably suspect inaccuracy, fraud, or regulatory risk. We will give notice and an opportunity to respond except where prohibited by law or where delay would create serious risk.

3.5. Verification is a platform-integrity measure. It is not an endorsement, audit, or guarantee of the Organization by ALUM, and you must not represent it as such.

4. Roles, Authority, and Internal Governance

4.1. You are responsible for all activity conducted through your Organization Space, including by every person holding an Org Role.

4.2. Actions taken by your Owner, Admins, Finance Officers, Event Coordinators, and Moderators within their role permissions bind the Organization, whether or not internally authorized. Manage your role assignments carefully; role changes take effect on the Platform when made, and we may rely on the role state at the time of any action.

4.3. Roles above Member may only be assigned to Verified Users. You must promptly revoke roles from individuals who leave your organization or lose authority.

4.4. Ownership transfer. Only the Owner may transfer ownership. Disputes about who rightfully controls an Organization are internal matters; where control is genuinely contested, ALUM may freeze administrative functions and withdrawals until the dispute is resolved by agreement, court order, or other evidence satisfactory to us, and may rely on the Organization's registered governing documents.

5. Your Members

5.1. You set your own admission criteria, internal rules, and codes of conduct, which must be lawful and must not conflict with the Terms of Service.

5.2. You are responsible for your communications with Members and for honoring commitments you make to them (including stated purposes of Funds, event commitments, and dues arrangements).

5.3. You must not use Member contact data obtained through the Platform for purposes outside your legitimate organizational activities, and you must comply with the DPA and applicable data-protection and e-marketing laws when contacting Members.

6. Funds, Fundraising, and Donations

6.1. Your responsibility. You are solely responsible for every Fund created under your Organization: its stated purpose, the accuracy of all representations made to donors, the lawfulness of the solicitation, and the application of the money raised to the stated purpose.

6.2. Truthful solicitation. You must not make false, misleading, or exaggerated statements in connection with any Fund. Where a Fund's purpose becomes impossible or materially changes, you must promptly update the Fund page and, where required by law or fairness, offer refunds.

6.3. Fund types. You may create public Funds (open to anyone, including Guest Donors), member-only Funds, and other Fund types as enabled by the Platform. Restricting a Fund to members does not reduce your obligations under this Section.

6.4. Regulatory compliance. You are responsible for determining whether your fundraising requires registration, licensing, or reporting in any jurisdiction where you solicit, and for tax treatment of amounts received. ALUM provides no legal or tax advice, and the availability of a feature on the Platform is not a representation that its use is lawful for your Organization in your jurisdiction.

6.5. Donor information. You will receive donor information as described in the DPA and Privacy Policy. Anonymous donations are hidden from public display; where the underlying donor identity is made available to your Finance Officers for legal, accounting, or fraud-prevention purposes, you must preserve the donor's chosen anonymity in all public and member-facing contexts.

6.6. Refunds. You must maintain a reasonable refund practice consistent with Section 9.7 of the Terms of Service and applicable law, and respond to donor refund requests within [14] days.

7. Withdrawals, Settlement, and Financial Controls

7.1. Withdrawals may only be made to the settlement bank account(s) registered and verified for your Organization, and only by role-holders with withdrawal permissions (Owner and/or Finance Officer, per your configuration).

7.2. Unverified Organizations are subject to withdrawal limits under Section 3.1. We may additionally delay, limit, or withhold withdrawals where reasonably necessary to: (a) comply with law, sanctions, or the requirements of payment processors or partner financial institutions; (b) investigate suspected fraud, chargeback risk, or breach of this Agreement; or (c) give effect to a court or regulatory order. We will notify you of any hold and its general reason unless prohibited by law.

7.3. You are responsible for chargebacks, reversals, and refunds relating to your Funds. We may deduct such amounts, together with applicable fees, from your Organization balance or future settlements, or invoice you for them.

7.4. Balances held pending settlement are held with our payment partners and do not accrue interest to you unless expressly stated.

8. Fees and Taxes

8.1. ALUM's fees (platform fees, transaction fees, subscription fees for premium Modules, and any processor pass-through fees) are set out at [PRICING LINK] and/or displayed at the point of transaction. We may revise fees on at least [30] days' notice; revised transaction fees apply only to transactions after the effective date.

8.2. All fees are exclusive of taxes unless stated. You are responsible for all taxes on amounts you raise or receive. Where we are required to withhold or collect taxes, we will do so and remit as required.

9. Data Protection — Your Role as Controller

9.1. For personal data of your Members, event attendees, and donors processed within your Organization Space ("Organization Data"), you are the data controller and ALUM is your processor, as detailed in the DPA. For platform-level data (User accounts, Identity Verification, platform security and analytics), ALUM is an independent controller as described in the Privacy Policy.

9.2. You warrant that you have a lawful basis for the Organization Data you collect and process through the Platform, that you will provide your Members and donors with any legally required privacy information (you may link to or supplement the ALUM Privacy Policy), and that you will comply with the GDPR, the NDPA 2023, and all other applicable data-protection laws.

9.3. You must use exported or accessed Organization Data only for your legitimate organizational purposes, keep it secure, and not sell it or share it with third parties except as permitted by law and disclosed to the individuals concerned.

9.4. You must promptly notify ALUM at [SECURITY EMAIL] if you become aware of any personal-data breach involving the Platform, and reasonably cooperate in breach response.

9.5. You will route data-subject requests concerning Organization Data through the mechanisms described in the DPA, and respond within legal timeframes.

10. White-Label Apps, Branding, and Custom Domains

10.1. Your branding. You grant ALUM a non-exclusive, royalty-free, worldwide license to host, reproduce, and display your name, logo, and brand assets solely to operate your Organization Space (including the dynamically generated installable app, manifest, splash screens, and app icons) and, with your consent, in ALUM marketing.

10.2. Your warranties. You warrant that you own or are licensed to use your brand assets and your Organization name, and that neither infringes third-party rights (including the marks of any affiliated institution, such as a university whose name an alumni body uses).

10.3. Custom domains. Where you connect your own domain: (a) you are responsible for the domain's registration, renewal, and DNS configuration; (b) you authorize ALUM to provision TLS certificates for it; and (c) the Organization Space served on your domain remains part of the Platform and subject to this Agreement and the Terms of Service.

10.4. Powered-by disclosure. Your Organization Space must retain any "powered by ALUM" or equivalent disclosure and any legally required links to the Terms of Service and Privacy Policy. You must not remove, obscure, or misrepresent these.

10.5. No misrepresentation. You must not represent that ALUM endorses, operates, or is responsible for your Organization, or that your app is an independently developed application when asked in contexts where the distinction is material (for example, to regulators or payment partners).

10.6. ALUM marks. You may identify yourself as an ALUM customer using our name and logo per our brand guidelines at [LINK]. No other rights to ALUM's marks are granted.

11. Content and Moderation Duties

11.1. You are responsible for Content posted in your Organization Space by your role-holders, and for moderating Member Content in line with the Terms of Service.

11.2. You must maintain a functioning process for handling reports of unlawful or infringing Content within your Space and act on them within a reasonable time.

11.3. ALUM retains the overriding moderation and removal rights described in the Terms of Service.

12. Compliance

12.1. You must comply with all applicable laws, including anti-money-laundering and counter-terrorist-financing laws, anti-bribery laws, sanctions regimes, consumer-protection laws, charitable-solicitation rules, and data-protection laws.

12.2. You warrant that neither the Organization nor any of its principal officers is subject to sanctions or located in a comprehensively sanctioned territory, and that funds raised will not be made available to sanctioned persons.

12.3. You will provide information reasonably requested by ALUM or its payment partners for compliance purposes (including KYC/KYB refreshes) within [10] business days of request.

13. Suspension and Termination

13.1. By you. You may close your Organization Space at any time with [30] days' notice, after settling outstanding obligations. Closure does not affect your obligations for Funds already raised.

13.2. By us. We may suspend features (including fundraising and withdrawals) immediately, or terminate this Agreement, where: (a) you materially breach this Agreement, the Terms of Service, or the DPA; (b) we reasonably suspect fraud, unlawful fundraising, or sanctions exposure; (c) a payment partner, regulator, or law requires it; or (d) your verification is revoked and not restored within [30] days. Where practicable, we will give notice and a cure period of [14] days for curable breaches.

13.3. Funds on suspension/termination. Undisbursed balances will be handled as follows, subject to law and payment-partner requirements: (a) legitimate balances are settled to your verified account after deduction of fees, chargebacks, and reserves; (b) where fraud or unlawful fundraising is reasonably suspected, we may hold balances pending investigation, refund donors, or remit to a competent authority as directed; (c) we may retain a reasonable reserve for a period of up to [180] days to cover chargebacks and refunds.

13.4. Member and data effects. On termination, your Organization Space becomes inaccessible to Members. Organization Data is returned and/or deleted per the DPA. Members' own ALUM accounts are unaffected.

14. Indemnity

You will indemnify and hold harmless ALUM, its officers, employees, and agents from all claims, losses, damages, penalties, and reasonable legal costs arising from: (a) your Funds, fundraising representations, and use of raised money; (b) your events; (c) your Content and your role-holders' actions; (d) your breach of this Agreement, the DPA, or applicable law; (e) your brand assets and Organization name; and (f) claims by your Members or donors, except to the extent caused by ALUM's breach of this Agreement or its negligence.

15. Liability

15.1. To the maximum extent permitted by law, each party's total aggregate liability under this Agreement is capped at the greater of (a) the total fees paid or payable by the Organization to ALUM in the twelve (12) months preceding the claim, or (b) [AMOUNT].

15.2. Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenue, data, or goodwill.

15.3. The caps and exclusions above do not apply to: your indemnity obligations; your payment obligations (including chargeback liability); either party's liability for fraud or willful misconduct; or liability that cannot lawfully be limited. Liability under the DPA is subject to the DPA's terms.

16. Term, Changes, and General

16.1. This Agreement runs until terminated under Section 13.

16.2. We may amend this Agreement on at least [30] days' notice for material changes; continued operation of your Organization Space after the effective date constitutes acceptance. If you object, your remedy is to close your Space under Section 13.1.

16.3. Sections 6, 7.3, 9, 13.3, 14, 15, and 17 survive termination to the extent relevant.

16.4. The general provisions of the Terms of Service (severability, waiver, assignment, force majeure, entire agreement, language) apply to this Agreement, reading "Organization" for "you".

17. Governing Law and Disputes

This Agreement is governed by the laws of [GOVERNING JURISDICTION]. Disputes are resolved per Section 21 of the Terms of Service, applied to the Organization.

18. Contact

[ALUM LEGAL ENTITY NAME] [REGISTERED ADDRESS] Organization support: [ORG SUPPORT EMAIL] Legal: [LEGAL EMAIL]

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Annex 1: Data Processing Addendum (see separate document).