Terms of Service

• •"Charity" means a charitable or nonprofit organization that is registered or otherwise formally recognized as such under the laws of the jurisdiction in which it is established, and that uses Givelayer to receive donations or to publish a giving profile. This includes US organizations recognized as tax-exempt under IRS §501(c)(3), which is currently the only jurisdiction in which Givelayer verifies status directly and issues tax receipts on the Charity's behalf.
• •"Profile Services" means the parts of the Service that do not move funds: a giving profile, a short link, a QR code, and the related sharing, embedding and analytics tools.
• •"Payment Services" means the parts of the Service that accept Donations from Donors and pay out to a Charity, provided through Givelayer's payment processor.
• •"Supported Payout Country" means a country in which Givelayer supports payouts to a Charity. As of the date of these Terms, the United States is the only Supported Payout Country. Givelayer does not currently accept donations, process payouts, or issue tax receipts in any other jurisdiction, including Canada. The current list is published at givelayer.com/products and is updated as coverage changes.
• •"Donor" means an individual or entity that contributes funds through the Service to a Charity.
• •"Donation" means a voluntary contribution of funds made by a Donor to a Charity through the Service.
• •"Tip" means an optional, voluntary contribution by a Donor to Givelayer to support platform operations, separate from the Donation.
• •"Platform Fee" means the 2% fee charged by Givelayer on Donations when the Donor does not elect to cover platform costs through a Tip.
• •"User" means any person or entity that accesses or uses the Service, including Charities, Donors, and authorized representatives of Charities.
• •"Content" means any text, images, video, audio, or other material uploaded, submitted, or displayed through the Service.

2.1 Charity Eligibility

To create a Charity account and use the Profile Services, you must:

• (a)Be a charitable or nonprofit organization that is registered or otherwise formally recognized as such under the laws of the jurisdiction in which it is established;
• (b)Have legal authority to act on behalf of the Charity, including authority to accept donations and issue tax receipts;
• (c)Maintain that status in good standing throughout your use of the Service;
• (d)Provide accurate and complete information during registration and update such information promptly when changes occur.

2.2 Additional Requirements for Payment Services

To accept Donations and receive payouts, a Charity must additionally:

• (a)Be established in a Supported Payout Country;
• (b)Complete the payment processor's identity, banking and beneficial ownership verification;
• (c)Where the Charity is recognized under IRS §501(c)(3), hold a valid Employer Identification Number (EIN).

A Charity established outside a Supported Payout Country may create an account and use the Profile Services, and may enable the Payment Services if and when its country becomes a Supported Payout Country.

2.3 Donor Eligibility

To make a Donation, you must:

• (a)Be at least 18 years of age, or the age of majority in your jurisdiction, whichever is greater;
• (b)Have the legal capacity to enter into a binding contract;
• (c)Use a valid payment method that you are authorized to use.

2.4 Geographic Availability

The Service is available in three scopes, and they are not the same:

• (a)Profile Services are available to eligible Charities in any country.
• (b)Payment Services are available to Charities established in a Supported Payout Country. That list changes as coverage expands, and Givelayer does not warrant that any particular country will be added or state when.
• (c)Automated tax receipting is provided only in jurisdictions where Givelayer has confirmed compliance support, currently the United States. Additional jurisdictions may be added, and Givelayer does not warrant that any particular jurisdiction will be added or state when. Elsewhere the Charity remains solely responsible for issuing any receipts required by its own revenue authority.

Donors from any country may contribute to supported Charities. Official tax-deductible receipts are issued by Givelayer only for donations to IRS-recognized US charities. Donors outside the United States should consult their local tax authority regarding the deductibility of contributions.

3.1 Account Creation

Charities must create an account to use the Service. During registration, Charities must provide:

• (a)Legal charity name and operating name (if different);
• (b)The Charity's registration or tax identification number in its own jurisdiction, including an IRS EIN (United States) where applicable;
• (c)Registered office address;
• (d)Authorized representative name, email, and contact information;
• (e)Banking information for payout (handled directly through Stripe);
• (f)Other information reasonably required by Givelayer or its payment processor.

3.2 Account Verification

Givelayer verifies Charity status using:

• (a)The IRS Tax Exempt Organization Search for US organizations;
• (b)The IRS Tax Exempt Organization Search for US organizations;
• (c)The applicable public register, or equivalent documentary evidence of charitable or nonprofit status, for organizations established elsewhere;
• (d)Stripe's identity verification process (KYC) for banking and beneficial ownership, where the Charity uses the Payment Services.

Givelayer reserves the right to request additional documentation, suspend pending verification, or reject any application at its sole discretion.

3.3 Account Security

You are responsible for:

• (a)Maintaining the confidentiality of account credentials;
• (b)All activity that occurs under your account;
• (c)Notifying Givelayer immediately of any unauthorized access at security@givelayer.com.

Givelayer is not liable for losses arising from unauthorized account access caused by your failure to safeguard credentials.

4.1 What Givelayer Provides

Givelayer is a payment facilitation technology platform that provides Charities with:

• (a)Customizable online donation pages;
• (b)Embeddable donation buttons for charity websites;
• (c)QR code generation for offline-to-online donor conversion;
• (d)One-click flyer generation (PDF and high-resolution PNG);
• (e)Tax receipt automation technology to support charity-issued receipts compliant with IRS Publication 1771 (US);
• (f)Donor thank-you video tools to facilitate post-donation engagement;
• (g)Analytics dashboard for donor insights and campaign performance tracking;
• (h)Brand customization tools (free tier: black/white styling; premium tier: custom brand colors across all donor-facing assets);
• (i)Other features as released from time to time.

4.2 What Givelayer Does Not Provide

Givelayer does not:

• (a)Issue tax receipts. Tax receipts are issued by the Charity as the legal donee. Givelayer provides receipt automation technology that helps Charities generate compliant receipts on the Charity's behalf. The Charity remains the legal issuer and bears full responsibility for receipt accuracy and regulatory compliance.
• (b)Hold donor funds. All funds are processed by Stripe and held in Charity-controlled Stripe Connect accounts pending payout to Charity bank accounts. Givelayer does not custody or control donor funds.
• (c)Provide tax, legal, or financial advice. Information provided through the Service is for general informational purposes only. Charities and Donors should consult qualified professionals for tax, legal, or financial guidance.
• (d)Independently verify charitable status beyond government databases. Givelayer relies on official IRS databases for status verification and is not liable for inaccuracies in those databases.
• (e)Guarantee the legitimacy of any specific charity's programs or use of funds. Donors are encouraged to research charities independently before contributing.

5.1 Platform Fee Structure

Givelayer operates a transparent fee model:

• (a)Standard Platform Fee: 2% of each Donation, deducted from the Donation amount before payout to the Charity.
• (b)Tip-Covered Donations: When a Donor elects to leave a Tip to Givelayer, the Charity receives 100% of the Donor's intended gift (less Stripe processing fees).
• (c)Stripe Processing Fees: Stripe charges separate processing fees per transaction. These fees are determined by Stripe and may vary by payment method and currency. Stripe fees are passed through to the Charity and are not retained by Givelayer.

5.2 Donor Tips

Tips are voluntary contributions from Donors to Givelayer:

• (a)Tips are clearly disclosed at checkout with messaging such as "Givelayer is free for charities. A small tip helps us keep the platform running."
• (b)Default tip amounts (between 10% and 28%) are pre-selected for Donor convenience but may be adjusted or removed by the Donor at any time before completing the Donation.
• (c)Tips are paid directly to Givelayer and do not flow through the Charity.
• (d)Tips are non-refundable, except where required by law.

5.3 Premium Features

Charities may upgrade to premium features for additional capabilities, including custom brand color cascading. Premium pricing is disclosed on the Service and may change with notice as provided in Section 14.

5.4 Payouts

Payouts are processed by Stripe directly to Charity-controlled bank accounts according to Stripe's payout schedule. Givelayer does not control payout timing.

5.5 Currency

Donations are processed in US Dollars (USD). Donors paying in other currencies will be subject to currency conversion fees imposed by Stripe and the Donor's payment provider.

5.6 Taxes

Charities are responsible for all taxes applicable to their use of the Service, including any GST/HST, sales tax, or other taxes on platform fees or premium features. Givelayer will issue tax-compliant invoices for fees where required.

6.1 Refund Window

Donors may request a refund within 30 days of the Donation date. Refund requests after 30 days will be considered at the receiving Charity's sole discretion.

6.2 Refund Process

• (a)Donors must contact the receiving Charity directly to request a refund. Charity contact information is provided on every donation receipt.
• (b)The Charity is responsible for evaluating and processing legitimate refund requests within 14 business days.
• (c)If the Charity does not respond within 14 business days, Donors may escalate to Givelayer at support@givelayer.com. Givelayer may, at its discretion, intervene to facilitate refunds.
• (d)Refunds are processed from the receiving Charity's Stripe Connect account balance. Refunds may be deducted from the Charity's next scheduled payout if Stripe balance is insufficient.

6.3 Non-Refundable Items

The following are non-refundable except where required by law:

• (a)Tips paid to Givelayer;
• (b)The 2% Platform Fee on Donations;
• (c)Stripe processing fees (Stripe may, at its discretion, refund processing fees in limited circumstances).

6.4 Chargebacks

• (a)Charities are responsible for all chargebacks filed by Donors on Donations received through the Service.
• (b)Chargeback fees imposed by Stripe or card networks are deducted from the Charity's Stripe Connect account balance.
• (c)Charities with chargeback rates exceeding industry thresholds may be suspended pending investigation and may be required to provide additional documentation, security deposits, or undergo enhanced monitoring.
• (d)Givelayer may withhold payouts from Charities with elevated chargeback rates pending resolution.

6.5 Fraudulent Donations

Donations identified as fraudulent (e.g., stolen card transactions) will be reversed. Charities are responsible for any deficits resulting from fraudulent donations that have already been paid out.

7.1 Charity as Legal Issuer

Tax receipts issued through the Service are issued by the Charity in its capacity as the registered charitable organization. Givelayer provides automation technology that generates receipts on the Charity's behalf, but the Charity remains the legal issuer.

7.2 Compliance Standards

Receipts generated through the Service are designed to comply with:

• (b)United States: IRS Publication 1771 requirements for written acknowledgments of charitable contributions of $250 or more.

7.3 Charity Responsibilities

Charities are responsible for:

• (a)Ensuring the accuracy of all charity information used to generate receipts;
• (b)Confirming that donations meet the legal definition of a "gift" under applicable tax law;
• (c)Issuing corrected receipts when errors are identified;
• (d)Maintaining receipt records for the period required by law (minimum 3 years in the US);
• (e)Responding to IRS audits regarding receipts issued through the Service.

7.4 Givelayer Limitations

Givelayer does not:

• (a)Independently verify that donations qualify as eligible gifts under tax law;
• (b)Provide legal opinions on receipt validity;
• (c)Represent Charities in tax authority audits or investigations;
• (d)Issue receipts to Donors in jurisdictions where Givelayer has not confirmed compliance support (compliance support is currently confirmed for the United States).

By using the Service, the Charity agrees to:

• (a)Maintain charitable status in good standing with all applicable regulators;
• (b)Use Donations consistently with charitable purposes and donor intent;
• (c)Comply with all applicable laws and regulations, including anti-money laundering (AML), anti-terrorist financing (ATF), and donor solicitation laws;
• (d)Promptly process legitimate refund requests within 14 business days;
• (e)Maintain accurate records of all Donations received through the Service for the period required by law;
• (f)Respond to Donor inquiries within a reasonable timeframe;
• (g)Not engage in deceptive, misleading, or fraudulent fundraising practices;
• (h)Not use the Service for any purpose prohibited by the Acceptable Use Policy (Section 9);
• (i)Notify Givelayer promptly at legal@givelayer.com if charitable status is revoked, suspended, or under investigation;
• (j)Provide accurate beneficial ownership information as required for Stripe KYC and regulatory compliance.

The full Acceptable Use Policy is incorporated by reference and available at givelayer.com/acceptable-use. The Charity agrees not to use the Service for, or in connection with:

• (a)Activities that are illegal in Canada, the United States, or the Charity's jurisdiction;
• (b)Fundraising for organizations not registered as charities under applicable law;
• (c)Fundraising for political parties, political campaigns, or partisan political activity (where prohibited by charity law);
• (d)Hate speech, discrimination, or activities that promote violence;
• (e)Activities subject to economic sanctions imposed by Canada, the United States, or international bodies;
• (f)Money laundering, terrorist financing, or other financial crimes;
• (g)Misrepresentation of charitable purpose or use of funds;
• (h)Any activity that violates Stripe's Restricted Business List;
• (i)Other prohibited uses listed in the Acceptable Use Policy.

Violation of the Acceptable Use Policy may result in immediate account suspension and reporting to regulators as required by law.

10.1 AML/KYC Compliance

Givelayer is committed to preventing money laundering and terrorist financing. The Service is subject to AML/KYC procedures including:

• (a)Charity identity verification through the IRS and Stripe;
• (b)Beneficial ownership disclosure;
• (c)Transaction monitoring;
• (d)Suspicious activity reporting to FINTRAC (Canada) and FinCEN (United States) as required by law.

10.2 Transaction Monitoring

Donations exceeding $5,000 in a single transaction or $10,000 cumulative monthly are subject to enhanced review. Givelayer may request additional documentation to verify the source of funds or the purpose of the transaction.

10.3 Reporting Obligations

Givelayer reports suspicious transactions to applicable regulators as required by law. Charities and Donors agree that information about transactions may be shared with regulators, financial institutions, and law enforcement when legally required.

10.4 Sanctions Compliance

The Service may not be used by, or for the benefit of, individuals, entities, or jurisdictions subject to economic sanctions enforced by the Government of Canada (Office of the Superintendent of Financial Institutions), the United States (Office of Foreign Assets Control), the United Nations, or other applicable bodies.

11.1 Privacy Policy

Givelayer's collection, use, and disclosure of personal information is governed by the Privacy Policy at givelayer.com/privacy, which is incorporated by reference.

11.2 Donor Data Ownership

Donor data collected through the Service belongs to the receiving Charity. Givelayer acts as a data processor on behalf of the Charity, which is the data controller under PIPEDA, GDPR, and similar privacy frameworks. Givelayer does not sell or independently monetize donor data.

11.3 Data Retention

Donation records and donor data are retained for 7 years post-account-closure to comply with IRS and other applicable record-keeping requirements, after which records are permanently deleted.

11.4 Cross-Border Data

Data may be processed in Canada, the United States, and other jurisdictions where Givelayer's infrastructure providers operate. By using the Service, you consent to such cross-border processing subject to applicable privacy laws.

12.1 Givelayer's Intellectual Property

The Service, including all software, design, branding (including the "Givelayer" name and logo), and Content created by Givelayer, is owned by Givelayer Technologies Inc. and protected by copyright, trademark, and other intellectual property laws. Charities are granted a limited, non-exclusive, non-transferable license to use the Service in accordance with these Terms.

12.2 Charity Content

Charities retain ownership of Content they upload to the Service (including charity logos, campaign descriptions, thank-you videos, and donor communications). By uploading Content, Charities grant Givelayer a worldwide, royalty-free, non-exclusive license to host, display, and distribute such Content as necessary to provide the Service.

12.3 Charity Representations

Charities represent that:

• (a)They own or have the necessary rights to all Content they upload;
• (b)Content does not infringe third-party intellectual property rights;
• (c)Content does not violate any law or regulation.

12.4 Feedback

If you provide Givelayer with feedback or suggestions, Givelayer may use such feedback without obligation to you.

13.1 Termination by Charity

Charities may terminate their account at any time by contacting support@givelayer.com. Termination does not relieve the Charity of obligations relating to:

• (a)Pending refunds and chargebacks;
• (b)Outstanding fees;
• (c)Record retention for the legally required period;
• (d)Tax receipt obligations for previously issued receipts.

13.2 Termination by Givelayer

Givelayer may suspend or terminate Charity accounts immediately, with or without notice, for:

• (a)Violation of these Terms or the Acceptable Use Policy;
• (b)Loss of charitable status;
• (c)Suspected fraud, money laundering, or other illegal activity;
• (d)Excessive chargebacks or refund disputes;
• (e)Failure to provide required documentation or verification;
• (f)Stripe account suspension or termination;
• (g)Risk to the integrity of the Service or other Users.

13.3 Effect of Termination

Upon termination:

• (a)Access to the Service ceases;
• (b)Pending payouts may be held pending resolution of outstanding issues;
• (c)Donor records are retained per Section 11.3;
• (d)Sections that by their nature should survive termination (including liability, indemnification, and dispute resolution) survive.

14.1 Service Changes

Givelayer may modify, suspend, or discontinue any part of the Service at any time. Material changes affecting Charities will be communicated via email or through the Service.

14.2 Terms Changes

Givelayer may update these Terms from time to time. Material changes will be communicated at least 30 days before taking effect. Continued use of the Service after the effective date constitutes acceptance of updated Terms.

14.3 Fee Changes

Givelayer may change fees with at least 30 days' written notice to Charities. Charities that do not accept fee changes may terminate their accounts before the new fees take effect.

15.1 Service Provided "As Is"

15.2 No Warranty on Third-Party Services

Givelayer does not warrant the performance of third-party services integrated with the Service, including Stripe, Cloudflare, Supabase, Resend, and others. Use of third-party services is subject to their respective terms.

15.3 No Guarantee of Charitable Outcomes

Givelayer does not warrant that:

• (a)Donations will be used by Charities for any specific purpose;
• (b)Charities will maintain charitable status indefinitely;
• (c)Tax receipts will be accepted by tax authorities (acceptance depends on the Charity's status and the Donor's circumstances).

15.4 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

15.5 Jurisdictional Limitations

Some jurisdictions do not allow exclusion of certain warranties or limitations of liability. Where required by law, the limitations in this Section 15 apply only to the extent permitted.

Charities agree to indemnify, defend, and hold harmless Givelayer Technologies Inc., its officers, directors, employees, and agents from any claim, loss, damage, or expense (including reasonable legal fees) arising from:

• (a)The Charity's use of the Service;
• (b)The Charity's violation of these Terms;
• (c)The Charity's violation of any law or third-party right;
• (d)Disputes between the Charity and its Donors;
• (e)Tax receipts issued by the Charity, including disputes with tax authorities;
• (f)Misuse of donated funds.

17.1 Governing Law

These Terms are governed by the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of law principles.

17.2 Jurisdiction

The parties submit to the exclusive jurisdiction of the courts of the Province of Alberta for any dispute arising from these Terms, except that Givelayer may bring claims for injunctive relief in any jurisdiction where its rights have been violated.

17.3 Informal Resolution

Before initiating formal proceedings, the parties agree to attempt to resolve disputes informally by contacting legal@givelayer.com with a written description of the dispute. The parties will negotiate in good faith for at least 30 days before pursuing further action.

17.4 Class Action Waiver

To the extent permitted by law, you agree to resolve disputes individually and waive any right to participate in class, collective, or representative proceedings.

18.1 Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, Refund Policy, and any other policies referenced herein, constitute the entire agreement between the parties.

18.2 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force.

18.3 No Waiver

Failure to enforce any provision does not constitute a waiver of future enforcement.

18.4 Assignment

Charities may not assign these Terms without Givelayer's prior written consent. Givelayer may assign these Terms in connection with a merger, acquisition, or sale of assets.

18.5 Force Majeure

Neither party is liable for failures caused by events beyond reasonable control, including natural disasters, war, terrorism, pandemic, government action, internet outages, or third-party service failures.

18.6 Notices

Legal notices to Givelayer must be sent to:

18.7 Language

These Terms are drafted in English. Translations are provided for convenience. In case of conflict, the English version prevails.

18.8 Relationship

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.

• •General Support: support@givelayer.com
• •Privacy Inquiries: privacy@givelayer.com
• •Legal Notices: legal@givelayer.com
• •Security: security@givelayer.com

By using the Givelayer Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.