Effective August 1, 2020
- What Is Indiecrowdfund?
- User Obligations
- Campaign Owner Obligations
- Backing a Campaign
- Indiecrowdfund’s Role
- Our Intellectual Property
- Your Intellectual Property
- How to report Copyright and covered other Intellectual Property issues
- Indiecrowdfund’s Rights Concerning User Accounts; Termination
- Payment Services
- System Outages and Maintenance
- Unsolicited Idea Submission
- No Warranty
- Disclaimer of Liability
- Export Compliance
- Waiver and Release (CA Residents)
- Legal Disputes Not Subject to Arbitration Will Be Handled In Hammond, IN and Subject to Indiana Law.
- Legal Disputes Subject to Arbitration, Dispute Resolution, and Class Action Waiver
- Full Agreement Between You and Us
Welcome to Indiecrowdfund! By using this Site and the Services, in addition to any Additional Policies applicable to any particular features, Content and functionality of the Services (incorporated into the Terms by reference), offered by Indiecrowdfund, Users agree to be bound by these Terms.
IMPORTANT NOTICE: AGREEMENT TO ARBITRATION. BY AGREEING TO THESE TERMS, USERS AGREE TO RESOLVE DISPUTES WITH INDIECROWDFUND THROUGH BINDING ARBITRATION AND USERS WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS (AS DETAILED IN THE DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER IN SECTION 19 BELOW).
Indiecrowdfund may change the Terms at any time in its sole discretion by posting a revised version of the Terms. Unless stated otherwise, access to or continued use of the Services after the effective date of any revised Terms constitutes your acceptance of the revised Terms. If We make any material change to these Terms, We will notify Users by posting a notice on Our Site, through the Services, or by other means We deem appropriate.
The following policies and guidelines are incorporated into the Terms by reference.
What is Indiecrowdfund?
Indiecrowdfund is an online crowdfunding platform that brings Users together and allows Users to seek to raise funds for their own Campaigns and to contribute to the Campaigns of others. Campaign Owners can offer Perks to Contributors in thanks for the Contributors’ donation of funds.
We grant you a limited, non-exclusive, non-transferable, and revocable license to use Our Services—subject to the Terms and the following restrictions in particular:
- You are responsible for your account. To use many of the Services, you will need to register and create an account with a username and password. You must provide us with accurate and complete information, and you must update your account information as needed to keep the information accurate and complete. You may not impersonate anyone else, choose a username that may offend someone, or violate any individual’s rights. You are solely responsible for maintaining the confidentiality of your account and for all activities associated with or occurring under your account. If you suspect or discover any unauthorized use of your account, you should notify Indiecrowdfund immediately by contacting us. We are not responsible for any loss or damage arising from your failure to comply with the foregoing requirements or as a result of the use of your account with or without your knowledge.
- Terminating your account. You may submit a request to terminate your account by contacting us. This will not automatically delete User Content. We may need to retain certain information as required by law or as necessary for Our business purposes. These Terms, including our rights to User Content, survive termination of an account.
- You must be 18 years old. You must be 18 years or older to sign up for an account and use Our Services. Outside of the European Economic Area (“EEA”), minors between the age of 13 and 18 years are only permitted to use Our Services through an account owned by a parent or legal guardian where the parent has provided affirmative consent and under their direct supervision. Children under 16 residing in the EEA are not permitted to access the Site or use the Services . You are responsible for any and all account activity conducted by a minor on your account.
- Follow the law and Our policies. You may not take any action that infringes or violates other people’s rights, violates the law, or breaches any contract or legal duty you may have toward any party. You may not offer Perks that are illegal, violate any of Indiecrowdfund’s policies, rules, or guidelines, or violate any applicable law, statute, ordinance, or regulation. All Users must abide by Our Community Guidelines. It is your responsibility to continuously monitor Community Guidelines as these may be updated from time-to-time at Indiecrowdfund’s sole discretion.
- Be truthful. Do not post information you know is false, misleading, or inaccurate. Do not do anything deceptive or fraudulent.
- Respect the rights of others. You may not threaten, abuse, harass, defame, or engage in behavior that is libelous, tortious, obscene, profane, or invasive of another’s privacy.
- Avoid spam and unsolicited communications. You may not distribute unsolicited or unauthorized advertising or promotional material, or any junk mail, spam, or chain letters. Do not run mail lists, listservs, or any kind of autoresponder or spam on or through the Site.
- Respect the property of others. Do not distribute software viruses or any other programs designed to interfere with (1) the proper function of any software, hardware, or equipment on the Site or (2) the use of the Site by any other User.
- Do not engage in activities that affect the functioning of the Site. You may not bypass any measures that We have put in place to secure Our Site or Services, take actions to gain unauthorized access to any system, data, passwords, or other Indiecrowdfund or User information or Services, reverse engineer or take apart any aspect of the Services to access any underlying information, or use any kind of software to “crawl” or “spider” any part of the Site.
- Fees. There are no fees for creating an account on the Site. Campaign Owners are charged a Platform Fee as a portion of the Contributions they raise. In addition, Campaign Owners are charged a transaction fee by the payment processor. Transfer fees, or bank delivery fees, are also applied each time Indiecrowdfund sends funds to a Campaign Owners’ bank account. The Platform Fees and transfer fees/bank deliver fees are effective on the date that they are posted and will be announced on the Platform Fee page.
Campaign Owner Obligations
As a Campaign Owner, when you create a Campaign on the Site and ask for Contributions, you understand that you are entering into separate legal agreements with both Indiecrowdfund and with Contributors, and the following rules apply (in addition to the all other Terms and Additional Policies).
- Make good faith efforts to fulfill the Perks associated with a Campaign in the timeframe that is communicated to Contributors.
- Immediately notify Contributors if there are obstacles or delays.
- Be responsive. Respond promptly and truthfully to all questions posed by Contributors and any questions or requests Indiecrowdfund makes.
- Updates. Provide substantive and quality updates at least once a month to Contributors.
- If you have received the Contributions from your Campaign, issue refunds to Contributors if you cannot deliver Perks .
- Comply with Laws. Comply with all applicable laws and regulations in the use of Contributions and delivery of Perks.
- Be Truthful and Transparent. Campaign Owners should be ready, willing, and able to substantiate claims your Campaign makes, including but not limited to product features and capabilities, the stage of product development, and timelines for delivery. If you are unable to substantiate claims, Indiecrowdfund may terminate your account, withhold funds, or other actions to enforce its rights under this Agreement and applicable law.
- Respect Privacy. When you use the Services by creating a Campaign, you may receive information about other Users, including personally identifiable information (“PII”), such as names, e-mail addresses, and physical addresses. This information is provided to you purely for the purpose of fulfilling the Perks for the applicable Campaign and other Services, and may not be used or disclosed for other purposes, including cross-promotional marketing, without separate, verifiable consent from the User obtained independently from Indiecrowdfund or the Service. You will maintain, and be required to produce if requested, records of all such verifiable consent.
- Comply with EEA Data Controller Obligations. As a Campaign Owner, you will independently fulfill all duties required of data controllers under applicable EEA data protection law (such law shall include, but not be limited to, the EU General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”); (iii) the EU e-Privacy Directive (Directive 2002/58/EC), including subsequent variations, such as the Regulation of the European Parliament and of the Council concerning the respect for private life and the protection of personal data in electronic communications and repealing Directive 2002/58/EC (“ePrivacy Regulation”), if enacted).
- Your data controller duties include:
- Determining and qualifying the necessary legal basis or bases for your collection or processing of personal information;
- Managing and reporting security incidents;
- Entering into contracts with only with data processors that provide adequate protection for personal data and including appropriate contractual language;
- Maintaining records of your data processing activities;
- Conducting any required data protection impact assessments; and
- Implementing and maintaining all measures required pursuant to Article 32 of the GDPR.
- Respond to EEA Data Subject Requests. You and Indiecrowdfund will have an independent obligation to respond to any requests received by either of us from EEA data subjects regarding personal data, including without limitation, those set forth in Chapter III of the GDPR. The party that receives the data request is responsible for responding to the request. Campaign Owner and Indiecrowdfund shall reasonably cooperate and assist each other with these requests, to the extent that is legally permissible.
- Platform Fees. Campaign Owners are charged a Platform Fee as a portion of the Contributions they raise (the “Platform Fees“). The Platform Fees are effective on the date that the Platform Fees are posted and may be updated from time to time. Platform Fees will be charged at the then-current rate.
- Taxes. Taxing authorities may classify Contributions as taxable income to the Campaign Owner and any beneficiary who will receive funds directly from the applicable Campaign. Indiecrowdfund may ask for the tax identification number (TIN) of Campaign Owners and any beneficiaries so that We may report taxable income to the relevant taxing authorities. Indiecrowdfund will provide Campaign Owners with a tax document if required by the relevant taxing authorities. Indiecrowdfund is unable to provide any User or third party with tax advice and suggests that such Users or third parties consult with tax advisors of their choice. The shipment of Perks to Contributors may expose Campaign Owners and Contributors to sales and use tax obligations.
- Respond to Requests from Indiecrowdfund for Information about Your Campaign. Indiecrowdfund does not guarantee any Campaigns or undertake the duty to investigate or moderate any statements made by a Campaign Owner (see section 4 below). However, Indiecrowdfund may, but is not required to and undertakes no obligation to, request information from Campaign Owners to investigate possible breaches of this Agreement. The information Indiecrowdfund may request includes, but is not limited to, information to support Campaign statements, evidence that the Campaign Owner is taking actions to deliver promised products, productions and shipping timelines and information, source documentation to substantiate product claims and Campaign promises, product prototypes, and personal information to confirm the identity of Campaign Owners, vendors, and suppliers. You agree that Indiecrowdfund may employ third parties to assess the documents and your Campaign. You agree to provide this information to Indiecrowdfund upon request. Failure to provide any of the requested information within 14 days, or a longer time provided by Indiecrowdfund in writing, shall be deemed a material breach of this Agreement.
- Indiecrowdfund Reserves the Right to Withhold Funds. Campaign Owners are not guaranteed to receive Contributions made to a Campaign, even after the Campaign has ended and the fundraising goal has been reached. There may be a delay between the end of a Campaign and Our remittance of Contributions to a Campaign Owner for a number of reasons including, but not limited to, refunds, chargeback disputes, fraud, Terms or other policy violations, or any other situation. For example, Indiecrowdfund may withhold Contributions made to a Campaign if the Campaign Owner violates any Terms (as determined by Indiecrowdfund in its sole discretion). Additionally, Indiecrowdfund may withhold funds pending the receipt and evaluation of information requested through paragraph (j) above or during the pendency of any investigation Indiecrowdfund may undertake into your account. If you do not provide information within the requested time or are not able to substantiate claims made in your Campaign, Indiecrowdfund may terminate your Campaign and account and avail itself of any remedies available to it under this Agreement or applicable law. Indiecrowdfund may also withhold funds from Campaign Owners for any other breach of this Agreement. Indiecrowdfund may also seek reimbursement from a Campaign Owner by any other lawful means, including by using third-party collection services.
- Refunds. Indiecrowdfund offers a limited refund to Contributors in accordance with Our Refund Policy. Refunds outside of Our Refund Policy must be handled by the Campaign Owner, and Indiecrowdfund has no obligation to provide any refunds or become involved with any dispute between a Campaign Owner and Contributor. Indiecrowdfund reserves the right to terminate User Accounts and remove Campaigns for any abuse of the Refund Policy. Indiecrowdfund reserves its right to issue or not issue refunds at its own discretion outside of the Refund Policy.
Please remember that as a Campaign Owner, you are solely responsible for fulfilling the obligations of your Campaign and delivering Perks. If you are unable to perform on this, or any of your other legal obligations, you may be subject to legal action by Contributors.
Backing a Campaign
As a Contributor, when you make a Contribution to a Campaign, you understand that the following rules and Terms apply (in addition to all other Terms, including Additional Policies).
- Voluntary Contributions. All Contributions are made voluntarily and at the sole discretion and risk of the Contributor.
- Indiecrowdfund Does Not Guarantee that Campaigns Will Succeed or that Perks Will Be Delivered or Deemed Satisfactory. By contributing to a Campaign, Contributors are supporting an idea, project, or cause they care about and want to help make happen. Like anyone getting in on an early-stage project, Contributors accept the risk that the Campaign may experience changes, delays, and unforeseen challenges, or that a Campaign, and its Perks, might not come to fruition. Indiecrowdfund does not guarantee or represent that Contributions will be used as promised, that Campaign Owners will deliver Perks, or that the Campaign will achieve its goals. Indiecrowdfund undertakes no duty to investigate claims made by Campaign Owners. Indiecrowdfund also does not endorse, guarantee, make representations, or provide warranties regarding the quality, safety, morality or legality of any Campaign, Perk or Contribution, or the truth or accuracy of any User Content posted on the Services. The date to deliver a Perk is an estimate by the Campaign Owner (not Indiecrowdfund), and there is no guarantee that the Campaign Owner will fulfill and deliver the Perk by that date. No transfer of title to tangible personal property occurs through Indiecrowdfund.
- Limited Refund. Indiecrowdfund offers a limited refund to Contributors, subject to the Refund Policy, only where the Campaign has not ended, the Contributor has not received a Perk (as confirmed by Indiecrowdfund), and the Contribution has not been sent to the Campaign Owner. Indiecrowdfund does not offer refunds outside Our Refund Policy, but may do so under our sole discretion. Where refunds are not available under the Refund Policy, a Contributor may contact the Campaign Owner directly to request a refund. Indiecrowdfund has no obligation to participate or become involved in any dispute between the Contributor and Campaign Owner concerning a refund.
- Credit Card Charges. When you Contribute to a Campaign, your card will be charged the amount of the Contribution after you confirm and submit your payment information.
- Communications Between Campaign Owners and Contributors. Once you have made a Contribution to a Campaign, the Campaign Owners may need to contact you to obtain additional information such as shipping address, specific preferences for a Perk (for example, color or size of a t-shirt), or may ask for feedback on the Campaign or the Perk. In some instances, to receive the Perk, you may need to provide requested information within a specific time frame to receive the Perk, not doing so may result in your forfeiting the Perk. Campaign Owners should not ask for information that is not required to fulfill a Perk, including personal information such as Social Security numbers or credit card/banking information. Please contact us if you receive a request for information that appears to be excessive.
- Taxes are your responsibility . Contributors bear the sole responsibility for determining how to treat their Contributions and receipt of any Perks for tax purposes. Indiecrowdfund does not offer any advice or take any responsibility for how Contributors treat their Contributions or for any financial consequences arising out of such treatment.
- We do not endorse any User Content. Indiecrowdfund provides the platform for creation of Campaigns and interaction of Users. We do not screen any Campaigns or endorse any User Content on Our site. Likewise, Indiecrowdfund does not undertake any duty to investigate or guarantee the truthfulness of any claims made by Campaign Owners. You should evaluate a Campaign’s statements before choosing to back the Campaign.
- We may remove User Content or cancel Campaigns and refund Contributions in Our discretion. Indiecrowdfund may remove User Content that violates the Terms at its sole discretion. Removing User Content, terminating an account, or canceling Campaigns and refunding Contributions are not actions We take lightly, and We may take a while to investigate and determine if such actions are warranted. It is at Indiecrowdfund’s sole discretion whether to discuss the reasons for taking action against any User Content or account.
- We may require you to provide information about your Campaign before disbursing funds. Indiecrowdfund may, but is not required to, request information from you regarding Campaigns. See section 3(j) above for more information.
- We do not guarantee Perks or Refunds. Campaign Owners bear sole responsibility for the delivery of Perks and for the offering of any refunds outside Our Refund Policy.
- We do not provide tax or legal advice to Users. Users bear sole responsibility for determining how the applicable laws apply to running a Campaign, Contributing to a Campaign, or utilizing any of the Services.
- We do not become involved in legal disputes between Users. Indiecrowdfund bears no liability, and has no obligation to investigate, participate, or become involved, in any dispute between Users, including between Contributors and Campaign Owners.
- You are responsible for your Campaigns, even if you engage Our help. Indiecrowdfund may offer additional services, including helping with drafting Campaign Content, assisting with the design of Campaigns, and referring vendors and other service providers to Campaign Owners. Any such services will be subject to a separate agreement between the Campaign Owner and Indiecrowdfund. Even where We help with your Campaign, Campaign Owners bear sole responsibility for the Campaign and must comply with all obligations in the Terms as the only responsible party for the Campaign.
Our Intellectual Property
- Indiecrowdfund’s Intellectual Property. Indiecrowdfund’s Services, Content and Marks, are legally protected in a number of ways, including pursuant to copyright, trademark, service marks, patent, trade secrets, and other U.S. and international intellectual property laws. You agree to respect all copyright and other legal notices, information, and restrictions contained in any Indiegogo Content, Services, or Marks accessed through the Site or the Services. You agree not to change, translate, or otherwise create derivative works of the Services.
- Limited User Rights; License to Indiecrowdfund Content. Indiecrowdfund grants you a limited license (that is temporary, non-exclusive, non-sublicensable, and non-transferrable) to access and use User Content and Indiecrowdfund Content solely for use of the Services in accordance with these Terms. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, or otherwise transfer or use any User Content or Indiecrowdfund Content unless We give you express written permission to do so. We reserve the right to revoke this limited license to access and use User Content and Indiecrowdfund Content at any time and in our sole discretion.
- Indiecrowdfund Trademark Policy. You may not use the Indiecrowdfund Marks.
Your Intellectual Property
Your User Content remains your property. When you submit User Content to the Site or via the Services, you agree to the following terms:
- You allow us to use your User Content. You grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, and transferable right to use, exercise, commercialize, and exploit the copyright, publicity, trademark, and database rights with respect to your User Content.
- We can make changes to or delete your User Content. You grant us the right to make changes, edits, modifications, translations, formatting, or delete your User Content.
- You have all legal rights to your User Content. You represent and warrant that: (1) you have all licenses, rights, consents, and permissions necessary to grant the rights set forth in these Terms to Indiecrowdfund with respect to your User Content; (2) your User Content does not and will not infringe any third party’s intellectual property rights, proprietary rights, privacy rights, confidentiality, rights of publicity or otherwise violate these Terms or applicable law; and (3) Indiecrowdfund does not need to obtain any licenses, rights, consents, or permissions from, or make any payments to, any third party for any use of your User Content, or have any liability to a User or any other party as a result of Our use or exploitation of your User Content.
How to report Copyright and covered other Intellectual Property issues
We take intellectual property rights very seriously. We comply with intellectual property laws and industry best practices to maintain the integrity of Our Site and Services. The Digital Millennium Copyright Act (“DMCA”) sets out the procedure to report notices of alleged copyright infringement. Indiecrowdfund also maintains policies concerning claims of trademark and patent infringement. We will respond to notices of alleged infringement in accordance with the law. We reserve the right, in our sole discretion, to delete or disable User Content that has been alleged to be infringing, as well as to terminate User accounts associated with infringers.
We will only respond to notices of alleged infringement submitted in compliance with Our Intellectual Property Policy.
Indiecrowdfund’s Rights Concerning User Accounts; Termination
- We reserve the right to monitor, terminate, suspend, or delete any User Account at any time in Our sole discretion. We have no obligation to comment on any reasons for account monitoring, termination, suspension, or deletion.
- We have no liability to you or third parties for any use of the Services associated with your account or Campaign. Upon suspension or termination of your account, you must cease all use of the Services and User Content. Your representations and warranties shall survive termination.
- Indiecrowdfund reserves the right to suspend or terminate a Campaign if it does not comply with this agreement or in its sole discretion. In the event of termination, Indiecrowdfund may refund any and all Campaign funds received by a Campaign Owner to backers and may seek reimbursement from you for any funds you have already received from Indiecrowdfund. Indiecrowdfund may also avail itself of any of the remedies provided for in this Agreement and any remedies available to enforce its rights under this Agreement or applicable law.
- Indiecrowdufund will remove and restrict your current and or future access to the platform if you block any of its executive members on social media. We will take that as flakiness on your part and also attribute that to an increased possibility that you will not fulfill on your campaign.
Credit card payment processing services for Campaign Owners on Indiecrowdfund are provided by a third-party and are subject to their Account and Processing Agreement, which incluces their own individudal Terms of Service. As a Campaign Owner, you agree to be bound by both our and their service agreement, as may be modified by them from time to time. As a condition to Indiecrowdfund enabling credit card payment processing services through this third-party, you agree to provide Indiecrowdfund accurate and complete information about yourself and your business, which may include Bank Account information for dispursement as well as a W-2 or W9 prior to funds being dispursed. You also authorize Indiecrowdfund to share any such information with the third-party processor as well as Indiecrowdfund’s financial institution, as well as transaction information related to your use of the payment processing services. In all cases, standard credit card or other third-party processing fees apply in addition to any Platform Fees. We are not responsible for the performance of any third-party credit card processing or third-party payment services.
System Outages and Maintenance
The Site or Services may be unavailable for scheduled maintenance and other reasons, including unplanned outages and other malfunctions. We are not responsible if the Site or Services are unavailable, or if you lose any data, information, or User Content for any reason.
Unsolicited Idea Submissions
We appreciate hearing from Our Users and welcome their comments or suggestions. But ideas that you submit may be similar or identical to internal submissions or submissions received from another User or third party. When We refer to a “submission” in this paragraph, We mean: any submission, comment, or suggestion (including, but not limited to, ideas, products, or services, know-how, concepts, suggested changes, additions, or improvements) sent to us via the Site or in any other manner about an existing product, service, or feature on the Indiecrowdfund platform (“Unsolicited Idea Submission”). If you send us an Unsolicited Idea Submission, you agree as follows:
- All Unsolicited Idea Submissions are non-confidential and non-proprietary and will be treated as such.
- By submitting an Unsolicited Idea Submission, you hereby grant Indiecrowdfund a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of and display the Unsolicited Idea Submission, including, without limitation, in connection with the Site or Services, and for promoting and redistributing part or all of the Unsolicited Idea Submission (and derivative works thereof) in any media formats and through any media channels whether now known or hereafter developed, without payment or accounting for the Unsolicited Idea Submission and,
- We are under no obligation to evaluate, review, or use any Unsolicited Idea Submission.
You agree to defend, indemnify and hold harmless Indiegogo, Our subsidiaries and affiliated companies, and Our officers, directors, employees, partners, contractors, representatives, agents, and third party providers from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to, breach of these Terms or violation of any applicable laws. We reserve the right, in Our sole discretion and at Our own expense, to assume the exclusive defense and control of any matter for which you have agreed to indemnify us and you agree to assist and cooperate with us as reasonably required in the defense or settlement of any such matters.
INDIECROWDFUND HAS NO FIDUCIARY DUTY TO ANY USER. THE SERVICES, INDIECROWDFUND CONTENT, USER CONTENT, AND ANY OTHER MATERIALS MADE AVAILABLE OR THROUGH THE USE OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR COURSE OF PERFORMANCE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, INDIECROWSDFUND AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON- INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. INDIECROWDFUND AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVER(S) ON WHICH THE SERVICES ARE HOSTED, OR ANY SERVICES AVAILABLE ON ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF INDIECROWDFUND OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE THROUGH THE USE OF THE SERVICES, OR ON THIRD-PARTY PLATFORMS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY SERVICES PROVIDED ON ANY THIRD-PARTY PLATFORM, ARE ENTIRELY AT YOUR OWN RISK.
Disclaimer of Liability
- Use the Services at your own risk. We make no representations about the quality, safety, morality or legality of any Campaign, Perk or Contribution or the truth or accuracy of User Content posted on the Services. We do not guarantee the fulfillment or the performance of any Perks, or that Contributions will be used as described in the Campaign. We do not control or endorse User Content posted on the Site or in any Services and, as a result, do not guarantee in any manner the reliability, validity, accuracy or truthfulness of such User Content. Indiecrowdfund is not liable for any damages or losses related to your use of the Services. We do not become involved in disputes between Users, or between Users and any third party relating to the use of the Services.
- You release us from all claims. When you use the Services, you release Indiecrowdfund from claims, damages, and demands of every kind – known and unknown, suspected or unsuspected, disclosed or undisclosed – arising out of or related to the Services. All Content that you access or use through the Services is entirely at your own risk and you solely are responsible for any resulting damage or loss to any party.
- YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND USER CONTENT, AND ANY CONTACT YOU HAVE WITH OTHER USERS OR THIRD-PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER INDIECROWDFUND NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT INDIECROWDFUND HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE; (F) ANY COMMUNICATIONS OR OTHER INTERACTIONS WITH OTHER USERS OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES; OR (G) YOUR CAMPAIGNS OR CONTRIBUTIONS.
IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF INDIECROWDFUND AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, SERVICES, OR USER CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO INDIECROWDFUND BY YOU HEREUNDER, OR ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE.
THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.
You agree to comply with all applicable import, re-import, export, and re-export control laws and regulations, including the Export Administration Regulations, the International Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign Assets Control. For clarity, you are solely responsible for compliance related to the manner in which you use any third-party products funded through the website. Further, pursuant to 15 C.F.R. § 758.6(a)(1), you are hereby advised that for any items that are physically shipped to you, the items are controlled by the U.S. Government and authorized for export only to the country of ultimate destination for use by the ultimate consignee or end-user(s) herein identified. They may not be resold, transferred, or otherwise disposed of, to any other country or to any person other than the authorized ultimate consignee or end-user(s), either in their original form or after being incorporated into other items, without first obtaining approval from the U.S. government, or as otherwise authorized by U.S. law and regulations.
You agree to indemnify Indiecrowdfund for any penalties, fines, attorneys’ fees and other amounts that may be incurred by Indiecrowdfund that arise out of or are related to your failure to comply with this Section.
Waiver and Release (for CA Residents)
California residents must, as a condition of this Agreement, waive the applicability of California Civil Code Section 1542 for unknown claims which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You waive this section of the California Civil Code and any similar provision in law, regulation or code that has the same effect or intent as the foregoing release.
Legal Disputes Not Subject to Arbitration Will Be Handled In Portage, IN and Subject to Indiana Law.
Indiecrowdfund is based in Portage, Indiana. For any action not subject to arbitration, you and Indiecrowdfund agree to submit to the personal jurisdiction of a state court located in Portage, IN or the United States District Court for the Northern District of Indiana. The Terms and the relationship between you and Indiecrowdfund shall be governed in all respects by the laws of the State of Indiana, without regard to its conflict of law provisions.
Legal Disputes Subject to Arbitration, Dispute Resolution, and Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
You and Indiecrowdfund agree that this arbitration undertaking is made pursuant to or in connection with a transaction involving interstate commerce, and shall be governed by and construed and interpreted in accordance with the Federal Arbitration Act at 9 U.S.C. Section 1, et seq. Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to interactions between users); and claims that may arise after the termination of these Terms. The only disputes excluded from this Section are the litigation of certain intellectual property and small court claims, as provided below.
By agreeing to these Terms, you agree to resolve any and all disputes with Indiecrowdfund as follows:
Pre-Arbitration Dispute Resolution: For any and all disputes, claims, or controversies you may have against Indiecrowdfund (“Disputes”), whether pursued in court or arbitration, you must first give us an opportunity to resolve the Dispute informally by contacting us with the following information: (1) your name, (2) your address, (3) a written description of your claim, and (4) a description of the specific relief you seek. If we do not resolve the Dispute within forty-five (45) days after receiving your notification, then you may pursue resolution of the Dispute in arbitration. You may pursue your Dispute in a court only under the circumstances described below.
Arbitration Procedures :
If the Dispute has not been resolved and is not subject to the exclusions provided above, then either party may initiate binding arbitration as the sole means to resolve all Disputes, subject to the terms set forth below.
All Disputes shall be resolved before a single arbitrator in accordance with the JAMS Streamlined Arbitration Rules and Procedures for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000, in each case applying the rules and procedures in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. You can find the JAMS rules and procedures here at this link.
To start an arbitration with JAMS, you must do the following: (1) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (2) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, 71 S. Wacker Drive
Suite 2400 Chicago, IL 60606; and (3) send three copies of the Demand for Arbitration to Indiecrowdfund 6212 U.S. Hwy 6 #137, Portage, IN, 46368, ATTN: Legal Department.
You will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, Indiecrowdfund will pay all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.
Location of Arbitration: If you live in the United States, you may initiate and litigate the arbitration in your hometown area or through the JAMS office located in Chicago, Illinois. If you live outside the United States, you must initiate and litigate the arbitration through the JAMS office located in Chicago, Illinois. Either party may ask that the arbitration including the hearings, arguments, and all conferences be conducted telephonically or by video conference (e.g., Skype).
The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
CLASS ACTION WAIVER: The parties agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. THIS MEANS THAT YOU AND INDIECROWDFUND AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A LEAD OR REPRESENTATIVE CLASS PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. HOWEVER, THE PARTIES EXPRESSLY AGREE THAT SEPARATE INDIVIDUAL ARBITRATIONS SHALL BE CONSOLIDATED, UPON REQUEST BY EITHER PARTY, IF SUCH SEPARATE INDIVIDUAL ARBITRATIONS RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S). CONSOLIDATION MEANS THAT ANY AND ALL SEPARATELY INITIATED ARBITRATIONS THAT RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S) ARE ALL HEARD BY A SINGLE ARBITRATOR IN A SINGLE ARBITRATION. IF EITHER PARTY REQUESTS CONSOLIDATION OF MULTIPLE ARBITRATIONS, THEN THE PARTIES TO THE CONSOLIDATED CASE(S) WILL BE DEEMED TO HAVE WAIVED THEIR RIGHT TO DESIGNATE AN ARBITRATOR AS WELL AS ANY CONTRACTUAL PROVISION WITH RESPECT TO THE SITE OF THE ARBITRATION. THE FOLLOWING FACTORS MAY BE CONSIDERED IN REQUESTING A CONSOLIDATION OF ARBITRATIONS:
- The arbitrations have a common question of law or fact;
- The issues in the multiple arbitrations are largely identical;
- There are common claims, disputes, defenses, and relationships between or among the parties in the different arbitrations;
- One or more parties is named in multiple pending arbitrations;
- The arbitrations relate to the same campaign featured on Indiecrowdfund’s platform;
- Consolidation will save time and resources;
- One party will be seriously prejudiced by having multiple arbitrations heard separately.
By agreeing to these Terms, you are waiving your right to trial by jury or to participate in a class action. We are also waiving these rights.
Exclusions from Arbitration: Intellectual Property and Small Claims Court Claims: Notwithstanding the parties’ agreement to resolve Disputes through arbitration, either party may (1) bring enforcement actions, validity determinations or claims arising from or relating to misuse, infringement, or misappropriation of intellectual property theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights); and/or (2) seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
30-Day Right to Opt-Out: You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above. You can opt-out of the arbitration and class action waiver provisions set forth above by sending an email from your registered email address on Indiecrowdfund to us with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” To opt-out, you must send the email to Indiecrowdfund with the required language within thirty (30) days of the later of the following: (i) of your creation of an Indiecrowdfund account or your first transaction with Indiecrowdfund, whichever is earlier; or (ii) the date of notice from Indiecrowdfund of a material change to this Section via email to you. To be clear, if you opt-out of the arbitration and class action waiver provision, you will be able to pursue any potential claims in a court of law and can participate in a class action or other class proceeding if you so desire. If you do not opt-out properly, you agree to arbitrate. If you opt-out of the arbitration and class action waiver provisions, we will not be subject to them either with respect to any disputes with you, meaning Indiegogo can also litigate in a court of law and be subject to class action litigation.
Severability: If a court or arbitrator decides that any portion of this Section regarding Dispute Resolution, Arbitration and Class Action Waiver is invalid or unenforceable, then the portion shall be severed from the Terms and/or deemed modified, only to the extent necessary to make it lawful. Such invalidity shall not affect the enforceability of any other provisions of the Terms that are not invalid or unenforceable. To affect the modification of the portion, the portion shall be deemed deleted, added to, and/or rewritten, whichever shall most fully preserve the intentions of the parties as originally expressed herein.
The Terms and the relationship between you and Indiecrowdfund shall be governed in all respects by the laws of the State of Indiana, without regard to its conflict of law provisions. This “Dispute Resolution, Arbitration and Class Action Waiver” section shall survive any termination of your account, these Terms, or the Services.
- “Campaign Owners” or “Campaigners” are those Users who raise funds through the Site and Services;
- “Campaigns” are Campaign Owners’ fundraising campaigns through the Services;
- “Content” refers to all software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or Content, including the selection and arrangements thereof offered through the Services;
- “Contributors” or “Backers” refers to those Users contributing funds to Campaigns;
- “Contributions” refers to funds donated to Campaigns by Contributors;
- “DMCA” refers to the Digital Millennium Copyright Act of 1998, including any amendments;
- “Indiecrowdfund, ” “We, ” “Our, ” or “Us” refers to Indiecrowdfund a DBA of Square Peg Media Group, Inc, an Indiana corporation, together with its parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers, and directors;
- “Indiecrowdfund Content” refers to Content provided by Indiecrowdfund to Users in connection with the Services, including, without limitation, the software, the products and the site;
- “Infringement” refers to the unauthorized or not permitted use of copyrighted material or other intellectual property rights;
- “Marks” refers to the trademarks, service marks, and logos used and displayed throughout the Services or in any or in any Indiecrowdfund Content;
- “Perks” refers to the gifts or rewards in the form of tangible items or intangible services offered by Campaign Owners to Contributors;
- “PII” refers to personally-identifiable information, as that term is defined under all applicable laws;
- “Services” refers to the Site, mobile applications or connected applications, other offerings and services provided on the Site;
- “Site” refers to the Indiecrowdfund website(s);
- “User, ” “You, ” or ” Your” refers to Campaign Owners, Contributors or any other visitor to the Site or Users of the Services, either individually or collectively;
- “User Content” refers to Content uploaded, transmitted or posted to the Services by a User, including User Content in a Campaign.
Full Agreement Between You and Us
These Terms are the entire agreement between You and Indiecrowdfund with respect to the Services. They supersede all other communications and proposals (whether oral, written, or electronic between you and Indiecrowdfund with respect to the Services and govern our relationship. If any provision of these Terms are deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Indiecrowdfund’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
We may modify or discontinue the Services at any time, in our sole discretion. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Indiegogo’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.