Terms of Service

J.S. Paluch

Terms of Service for

OneParish Service

 

Please read these Terms of Service (“Terms”) carefully before using our OneParish Service (“Service”). These Terms govern use of the Service unless you and J.S. Paluch Company, Inc. (“JSP” or “we” or “our”) have executed a separate agreement governing use of the Service.

 

By signing this “Order Form” or by accessing and using the Service, you are indicating that you agree to these terms. If you are accessing and using the service on behalf of a legal entity such as a company, you represent and warrant that you have the authority to bind that legal entity to these Terms. In that even, “you” and “your” will refer to legal entity. If you don’t agree to be bound by these Terms, then you may not use the Service.

 

Description of Service. The Service is a cloud-based parish management service that is used by parishes to manage their operations and activities. The main component of the Service enables parish priests, staff and ministry leaders at a parish (collectively, “Authorized Users”) to compile and organize certain contact information regarding parishioners, make available to parishioners and others information regarding parish events, and process parishioner donations (the “OneParish Service Management Component”). A description of the features of the OneParish Service Management Component may be found on the features page at www.oneparish.com. The Service also includes a mobile device app, which we call the OneParish Service App, the primary purpose of which is manage the parish directory and event management system and to enable parishioners to make donations to their parish (the “OneParish Service App). For clarity, unless otherwise expressly indicated, references to the Service in these Terms will be deemed to refer only to the OneParish Management Component.

 

Use of Service. Subject to your compliance with these Terms, JSP will provide the Service, and you may access and use the Service, solely for the purpose of managing the operations and activities of your parish, including processing donations made by parishioners. Access to and use of the Service is limited to Authorized Users. You shall not attempt to interfere with or disrupt the Service or any software used by JSP to provide the Service. You shall not copy, modify, distribute, rent, lease or provide access to the Service on a service bureau basis. You shall use the Service exclusively for authorized and legal purposes, consistent with all applicable laws and the rights of others.

 

Acceptable Use Policy. You acknowledge and agree that, although we’re not obligated to monitor access to or use of the Service or to review or edit any content posted on or uploaded to the Service (“Content”), we have the right to do so for the purpose of operating the Service, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, if we consider any Content to be objectionable or in violation of these Terms.

 

Marketing Obligations. You agree that during the Term, you will provide marketing support to promote the OneParish product on an ongoing basis to your parishioners. This includes the following:

 

  • Parish agrees to formally launch OneParish on one specific Sunday at Mass which includes a pulpit announcement, hand out download the app cards, bulletin announcement and a marketing push through all marketing channels of parish and school, if applicable.
  • Ongoing requirements include, once a month ads in your parish bulletin, once a month ads on your social media platform (ie. Twitter, Facebook, etc.), monthly usage of pastor messaging and an ongoing banner ad on your website to promote downloading the OneParish app to your parishioners. In addition, the OneParish app needs to be promoted to the various ministries and events at a parish on an ongoing basis, including any new updated OneParish programs (i.e. OneHour) that is launched by the OneParish team.
  • Ongoing requirements from a donation perspective include that the parish needs to formally promote the mobile donation tool from the pulpit once a year, donation ad in parish bulletin once a quarter, once a month ad in Social media and a banner ad on website to promote usage of mobile donation tool.

 

You shall at all times provide JSP with good faith cooperation and reasonable access to any information, facilities, personnel and equipment as may be reasonably required by JSP in order to provide the Service. You shall promptly notify JSP of any suspected violation of these Terms and cooperate with JSP with respect to any investigation by JSP of any suspected violation of these Terms and any action by JSP to enforce these Terms.

 

Parishioner Information. In order to facilitate your parishioners’ registration for the OneParish Service App, you may provide JSP with the names, email addresses and phone numbers of your parishioners (“Parishioner Information”). If you do so, you represent and warrant that you have the necessary right, power and authority to provide Parishioner Information to JSP. This parishioner information is automatically considered confidential.

 

Feedback. We welcome feedback, comments and suggestions for improvements to the OneParish Service (“Feedback”). You can submit Feedback by emailing us at www.oneparish.com/feedback. You grant us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicenseable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

 

Data Recovery. In the event of any loss or corruption of any information input into and stored on the Service including without limitation Parishioner Information (“Customer Data”), JSP shall use its commercially reasonable efforts to restore the lost or corrupted Customer Data from the latest backup of such Customer Data maintained by JSP in accordance with JSP’s archival procedure. JSP shall not be responsible for any loss or corruption of Customer Data caused by you or any third party. JSP’s efforts to restore lost or corrupted data is JSP’S sole liability and your sole remedy for any loss or corruption of Customer Data.

 

Payments. When you sign up for the Service, you will provide JSP with information regarding the account you designate for receiving donations made to your parish by parishioners through the OneParish Service App (“Donations”). When a Donation is made, the amount donated will be automatically charged to the parishioner’s designated payment method and placed with JSP’s third-party payment processor. You authorize JSP during the term of these Terms to collect Donations on your behalf through JSP’s third-party payment processor. JSP will remit to your designated account Donations less the JSP Service Fee on either: (a) the end of each week, or (b) the first Monday of each month, at your discretion.

 

Your payment obligations to JSP in consideration for your use of the Service (“JSP Service Fee”) are set forth on your Order Form or are established during your online registration process. You authorize JSP to retain four percent (4%) for credit card donations and 1.9% for ACH donations, which includes the current rate of processing for Donations. The JSP Service Fee is a flat monthly rate of $49 per month and you will pay the amount stated during your online registration process on monthly basis within thirty (30) days of receipt of an invoice from JSP. All Fees are payable in U.S. dollars. Late payments will accrue interest at the rate of 1.5% per month (or the highest amount permitted by applicable law).

 

 

No Warranty. The Service is provided “AS IS,” without warranty of any kind. You assume sole responsibility and liability for results obtained from the use of the Service. JSP further disclaims all warranties with respect to the Service including without limitation any implied warranty of merchantability, fitness for a particular purpose or non-infringement.

 

Confidentiality. For purpose of these Terms “Confidential Information” means any information disclosed by one party to the other party that: (i) if disclosed in writing, is marked “confidential” or “proprietary” at the time of such disclosure; or (ii) if disclosed orally, is identified as “confidential” or “proprietary” at the time of such disclosure, and is summarized in a writing sent by the disclosing party to the receiving party within thirty (30) days after any such disclosure. As to you, Confidential Information includes Customer Data. The obligations and restrictions in this section will not apply to any information that: (i) is or becomes part of the public domain through no fault of the receiving party; (ii) was rightfully in the receiving party’s possession at the time of disclosure; or (iii) the receiving party receives from a third party that has the right to disclose such information without breach of any confidentiality obligation to the disclosing party. Each party will not use the Confidential Information of the other party or disclose such Confidential Information to any third party except as necessary for the performance of these Terms. Each party will use reasonable efforts to maintain the confidentiality of the other party’s Confidential Information, but in no event less than the efforts that it ordinarily uses with respect to its own proprietary information of similar importance. The foregoing obligations will not restrict either party from disclosing Confidential Information of the other party: (i) pursuant to the order or requirement of a court, administrative agency or other governmental body, provided that the party required to make such a disclosure gives reasonable notice to the other party to enable it to contest or limit the order or requirement; or (ii) to its advisors, accountants, attorneys, current and prospective investors and potential acquirers, provided that any such third parties shall execute a binding agreement to keep such information confidential or be subject to a professional obligation to maintain the confidentiality of such information.

 

Limitation of Liability. Except for liability arising from a breach of “Use of Service,” “Acceptable Use Policy” or “Confidentiality”: (A) in no event shall either party be liable to the other party for any incidental, special, exemplary or consequential damages of any kind whether or not a party has been advised of the possibility of such damages, and whether any claim for recovery is based on theories of contract, warranty, tort (including negligence and strict liability) or otherwise. In no event shall JSP’s total liability to you in connection with these Terms or your access to and use of the Service exceeds the total Donations received by you in the twelve (12) month period preceding the claim.

 

Term and Termination. These Terms will remain in effect for one (1) year from the date of your Order Form or the date of your online registration for the Service (“Initial Term”), unless terminated earlier in accordance with its terms. At the end of the Initial Term, these Terms will automatically renew for additional one (1) year periods, unless one party notifies the other in writing of its intention not to renew at least thirty (30) days prior to the end of the Initial Term or the then-current renewal term.   Either party may terminate these Terms if the other party breaches any material term thereof and fails to correct the breach within thirty (30) days following written notice from the other party specifying the breach. We may terminate these Terms at any time, for any reason or for no reason upon fifteen (15) days’ notice to you.

 

Effect of Termination. Upon any termination of these Terms, your right to access and use the Service shall terminate and you shall cease all use of the Service; and (ii) each party shall return and make no further use of any Confidential Information or other items belonging to the other party. The rights and obligations of the parties under “Payments,” Confidentiality,” “Limitation of Liability,” “Effect of Termination” and “General” shall survive any termination of these Terms.

 

General. These Terms and any action arising out of or related to these Terms or your use of the OneParish Service will be governed by the laws of the State of Indiana without regard to or application of its conflict of laws rules or principles. The exclusive jurisdiction and venue for any such action will be the state and federal courts located in the Northern District of Indiana and JSP and you waive any objection to jurisdiction and venue in such courts. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms without JSP’s prior written consent, and any attempt by you to do so without such consent will be void. JSP may freely assign or transfer these Terms without restriction. Any notices or other communications provided by JSP under these Terms will be given by JSP: (i) via email; or (ii) by posting to the OneParish Service. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. The failure by either party to enforce any provision of these Terms will not constitute a waiver of future enforcement of that or any other provision. Any waiver, modification or amendment of any provision of these Terms will be effective only if in writing and signed by authorized representatives of both parties. These Terms are the complete and exclusive understanding and agreement between the parties regarding its subject matter and supersede all proposals, understandings or communications between the parties, oral or written, regarding its subject matter, unless you and JSP have executed a separate agreement governing use of the OneParish Service.