CROWD OX TERMS OF SERVICE
Crowd Ox is an online service that allows individuals and companies, known as Project Creators, to continue an online campaign to send rewards to individuals, known as Project Backers, that backed their project on a prior crowdfunding platform, such as Kickstarter® or Indiegogo®.
Crowd Ox also allows a Project Creator to create a secondary, online campaign for additional funding of a project. We have created these terms of service to help explain our services, fees, and each other’s rights through use of our services and website.
These terms went into effect on May 25th, 2018. Last updated on May 22nd, 2018
You must accept our terms of service to use our website or our services. If you have questions about these terms, please contact us immediately. In the event we update these terms, we will revise the “last updated” date at the top. You acknowledge and agree that it is your responsibility to review these terms for any updates.
Project Creator. As part of our services, a Project Creator must create an electronic account with us. A Project Creator is responsible for all conduct, content posted, and activities on such account. Project Creators are solely responsible for the set up and administration of their projects, and communication to Project Backers. We are under no obligation to communicate with Project Backers but will provide assistance if issues arise with our services or website. In order for a Project Creator to list a project on our website or further use our services in any way, the Project Creator must also agree to and accept our Project Creator Agreement, which identifies our specific services in more detail for a Project Creator and associated transaction fees. In the event of a conflict between these terms and a Project Creator Agreement, the Project Creator Agreement will control.
Project Backer. As part of our services, a Project Backer may, but is not required to, create an electronic account with us. A Project Backer is responsible for all conduct, content posted, and activities on such account. In order to use our or receive the benefit of services, a Project Backer is required to agree to and accept our Project Backer Agreement, which identifies our specific services in more detail for a Project Backer and associated fees. In the event of a conflict between these terms and a Project Backer Agreement, the Project Backer Agreement will control.
Improper Use of Services. You agree to use our website and services in accordance with, and only as permitted by, applicable law, and specifically agree not to use our website or services in any way that causes, or may cause, damage to our website or services, or in any way that is illegal, fraudulent, or harmful, or in connection with any activity that is illegal, fraudulent or harmful. You further agree not to circumvent any technological measure implemented by us to restrict the manner which our website or services are used or accessed by you or others.
Unauthorized Access to Services. Although we have taken precautions to minimize the risk of unauthorized access to your content and account, we cannot guarantee unauthorized third parties will not be able to defeat our preventative measures. You hereby agree and acknowledge that you provide all information and content at your own risk.
Moderation of Services. We have the right, but not the obligation, to regulate content stored on our website or provided to us by anyone; to regulate the conduct of anyone on our website; and to enforce these terms in any way and at any time. We also have the right to limit, modify, interrupt, suspend or discontinue all or any portions of our website or services at any time without notice. We and our Indemnitees shall not be liable for any such limitations, modifications, interruptions, suspensions or discontinuance, or any purported losses, harm or damages arising from or related thereto.
Third-Party Links. Our website may contain links to websites operated by other people or companies that are not controlled by us. We have no responsibility or liability for the policies, activities or content of these other websites. If you access any third-party website you do so at your own risk and you agree that we will have no liability arising from your use of any third-party website, service or content.
SPAM DISCLAIMER. In providing our services, we will use reasonable efforts to contact Project Backers but there is no guarantee we can always reach them. We are required to conform to the CAN-SPAM Act of 2003 and must provide an opt out clause for Project Backers with regards to email communication. Some Project Backers have the ability to pre-opt out, if they have done so on a previous project. Further, we will continue to email Project Backers with the consent and authorization of Project Creators, to which Project Creators may also opt out.
LIMITED LICENSES AND IP
Your IP Rights. Any content provided by you to us shall remain your content.
Our IP Rights. All technology, content, intellectual property, and other information included on our website or through our services is protected by United States and international intellectual property laws and is owned by or licensed to us. We do not grant you any express or implied rights or licenses under any intellectual property rights or other proprietary rights. We reserve all other rights, and no other rights are granted by implication or otherwise. You agree to not use, modify, reproduce, distribute, sell, license, or otherwise exploit our intellectual property without our written permission.
Your Limited License. When you use our website or services, we provide you with a worldwide, nonexclusive, nontransferable, revocable, limited license to access and use our website, which we may terminate at any time, for any reason, and with or without notice to you. Any attempted transfer or assignment of this license shall be null and void. This license is subject to your full compliance with these terms and all applicable local, state, national, and international laws, rules and regulations. When you submit content to or through or website or our services you promise that it is not violating anyone’s rights or copyrights. You understand and agree that you may be exposed to content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose. You further represent and warrant that you have never been convicted of a felony and that you are not required to register as a sex offender with any government entity.
Our Trademarks. We shall retain all rights, title, and interest to “Crowd Ox” and its affiliated logos and designs, except for a limited license provided to Project Creators. You shall not engage in any deceptive, misleading or unethical trade practice or advertising, or any other conduct or activity that tends to mislead, deceive or defraud the public, or to adversely affect the good name or reputation of us or the goodwill in any of our trademarks and affiliated logos and designs.
DMCA Copyright Notice. We respect the intellectual property rights of others and responds to notices of alleged copyright infringement in accordance with the Digital Millennium Copyright Act. If you believe an exclusive right in your work has been infringed, please report the allegations to our Copyright Agent – at email@example.com. You may also submit a request in hardcopy form to:
Attn: Crowd Ox Copyright Agent
525K E Market St #238
Leesburg, VA 20178-4113
Please note that submitting the request via hardcopy may delay our response. Please be sure to include the information identified in Section 512(c)(3) of the Digital Millennium Copyright Act. Upon review, we will take whatever action we deem appropriate.
INDEMNIFICATION AND DISCLAIMERS
Indemnification. You agree to indemnify and hold us and our officers, directors, members, managers, partners, shareholders, employees, licensees, licensors, contractors, agents, legal representatives, successors, heirs, executors, and assigns (“indemnitees”) harmless against (a) any and all damages, liabilities, costs and expenses, including, without limitation, reasonable attorneys’ fees and costs, arising out of or related to: (a) your breach or alleged breach of any representation, warranty, covenant or other obligation set forth in these terms; (b) your own conduct or activities on, through or related to our website or services; (c) any conduct or activities on, through or by use of your account; (d) content that you post or transmit; (e) activity that occurs through or by use of your account; (f) your use of or reliance on any content on our website or obtained through our services; (g) infringement, or alleged infringement of any rights of any party; and (h) any claim or representation made or allegedly made by you in any content or comment furnished or used by you, and shall defend us and our indemnitees against any and all third party claims, suits or demands that are subject to the above indemnity.
Indemnitees. Although our indemnitees may moderate content, conduct and compliance with these terms related to our website and our services, they have no authority to make binding commitments, promises or representations to anyone that they or anyone else on behalf of us will “take care” of any alleged problem or complaint, or that they or anyone else on behalf of us will otherwise stop, cure or prevent any problem, content, conduct or purported violation of these terms from occurring or recurring.
WARRANTY DISCLAIMER. YOUR ACCESS TO, USE OF AND RELIANCE ON THE SERVICES AND CONTENT ACCESSED THROUGH OUR WEBSITE OR THE SERVICES IS ENTIRELY AT YOUR OWN RISK. OUR WEBSITE AND SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS) ARE EXPRESSLY DISCLAIMED.
LIMITATION ON LIABILITY. WE AND OUR INDEMNITEES SHALL UNDER NO CIRCUMSTANCES BE LIABLE FOR ANY ACCESS TO, USE OF OR RELIANCE ON THE SERVICES OR CONTENT ACCESSED THROUGH OUR WEBSITE BY YOU OR ANYONE ELSE, OR FOR ANY TRANSACTIONS, COMMUNICATIONS, INTERACTIONS, DISPUTES OR RELATIONS BETWEEN YOU AND ANY OTHER PERSON OR ORGANIZATION ARISING OUT OF OR RELATED TO THE SERVICES OR CONTENT ACCESSED THROUGH OUR WEBSITE, INCLUDING BUT NOT LIMITED TO LIABILITY FOR INJUNCTIVE RELIEF AS WELL AS FOR ANY HARM, INJURY, LOSS OR DAMAGES OF ANY KIND INCURRED BY YOU OR ANYONE ELSE (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, STATUTORY, EXEMPLARY OR PUNITIVE DAMAGES, EVEN IF WE OR ANY OF OUR INDEMNITEES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). THIS LIMITATION OF LIABILITY APPLIES REGARDLESS OF, BUT IS NOT RESTRICTED TO, WHETHER THE ALLEGED LIABILITY, HARM, INJURY, LOSS OR DAMAGES AROSE FROM AUTHORIZED OR UNAUTHORIZED ACCESS TO OR USE OF THE SERVICES OR CONTENT ACCESSED THROUGH OUR WEBSITE; ANY INABILITY TO ACCESS OR USE THE SERVICES OR CONTENT ACCESSED THROUGH OUR WEBSITE; OR ANY REMOVAL, DELETION, LIMITATION, MODIFICATION, INTERRUPTION, SUSPENSION, DISCONTINUANCE OR TERMINATION OF THE SERVICES OR CONTENT ACCESSED THROUGH OUR WEBSITE. IN NO EVENT SHALL OUR OR OUR INDEMNITEES’ AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100 USD).
DISPUTES AND UNDERSTANDING THESE TERMS
Choice of Law. These terms shall be construed in accordance with, and governed in all respects by, the internal laws of the Commonwealth of Virginia (without giving effect to principles of conflicts of laws).
Arbitration. In the rare event you have a dispute with us, any dispute, controversy or claim arising out of, relating to, or in connection with, our services, our website, and these terms or any breach, termination or validity thereof shall be settled only by arbitration. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association in effect at the time of the arbitration, except as they may be modified by these terms or by mutual agreement of us and you. The location of the arbitration shall be Fairfax County, Virginia, or such other location as mutually agreed. The arbitration shall be conducted by three arbitrators. The party initiating arbitration (the “Claimant”) shall appoint its arbitrator in its request for arbitration (a “Request”). The other party (the “Respondent”) shall appoint its arbitrator within thirty (30) calendar days of receipt of the Request and shall notify the Claimant of such appointment in writing. If the Respondent fails to appoint an arbitrator within such thirty (30) calendar day period, the arbitrator named in the Request shall decide the Dispute as the sole arbitrator. Otherwise, the two arbitrators appointed by the parties shall appoint a third arbitrator within 30 days after the Respondent has notified the Claimant of the appointment of the Respondent's arbitrator. When the arbitrators appointed by the parties have appointed a third arbitrator and the third arbitrator has accepted the appointment, the two arbitrators shall promptly notify the parties of such appointment. If the two arbitrators appointed by the parties fail or are unable to appoint a third arbitrator or to notify the parties of such appointment, then the third arbitrator shall be appointed by the President of the American Arbitration Association which shall promptly notify the parties of the appointment of the third arbitrator. The third arbitrator shall act as chairman of the panel. The arbitration award shall be in writing and shall be final and binding on the parties. If we are the prevailing party in any arbitration (or lawsuit, including to remove a lawsuit to arbitration), we shall be entitled to an award of our reasonable attorneys’ fees and costs, in addition to, and not in limitation of, other available remedies. All forum fees and expenses in any arbitration, including, without limitation, the arbitrators’ fees, shall be advanced equally by you and us; provided, however, that your failure to timely pay your portion of any arbitration fees shall entitle us to a default award (if you are the Respondent) or dismissal with prejudice (if you are the Claimant).
Confidentiality. You and we agree that all arbitration proceedings shall be private and confidential, and further agree not to issue any press release or public announcement with respect to any arbitration proceeding or any court action taken to enforce the arbitrator’s award, including, without limitation, the fact that the arbitration or a court action is being conducted, or disclose any aspect thereof, including any testimony, discovery and any documents filed in the course of such proceedings, except to the arbitrator and his/her staff, the parties’ attorneys and their staff, any experts retained by the parties, and to the court as necessary to enforce the arbitration award, provided that at the request of either party, the parties shall cooperate in seeking a protective order with respect to any such information disclosed to the court.
Injunction. Nothing in these terms, or otherwise, shall prevent us from seeking or obtaining preliminary injunctive or other provisional relief for the purpose of preventing irreparable injury, loss or damage pending a final resolution of the dispute, claim or controversy according to such dispute resolution provisions. You agree that the state and federal courts located in the Commonwealth of Virginia shall have exclusive jurisdiction of any request by us for injunctive relief, and you irrevocably agree to submit to the jurisdiction of such courts for such purpose.
Severability. You acknowledge, and we affirm, that it is the intent of both us and you that the provisions contained in these terms should be enforced. If any term or other provision, or part of any provision of these terms is found to be invalid, illegal, or incapable of being enforced by any rule or law, or public policy, the provision, or any part of it, shall be severed from these terms and all other conditions and provisions shall remain in full force and effect.
Entire Understanding. These terms constitute the entire agreement between you and us and supersedes any prior written or oral agreement, with exception of the Project Creators Agreement for Project Creators and the Project Backers Agreement for Project Backers. Other than our indemnitees (who are expressly included as named third-party beneficiaries of these terms), there are no third-party beneficiaries to these terms. You also understand and agree that any action or inaction by us or any of our indemnitees to prevent, restrict, redress or regulate content, or to implement other enforcement measures against any content, conduct or potential violation of these terms is undertaken voluntarily and in good faith, and you expressly agree that neither us nor any of our indemnitees shall be liable to you or anyone else for any action or inaction to prevent, restrict, redress, or regulate content, or to implement other enforcement measures against any content, conduct or potential violation of these terms.
Waiver. The waiver by us of a default or breach of any provision of these terms shall not operate or be construed as a waiver of any subsequent default or breach of the same or of a different provision. No waiver or modification of these terms or of any covenant, condition, or limitation contained in these terms shall be valid unless in writing and executed by an officer of our company. Failure of us to insist upon strict compliance with any of the terms, covenants or conditions in these terms shall not be deemed a waiver of such terms, covenants and conditions.