About

Funderbuilt is designed to give projects the best possible chance at reaching their funding goals.

TERMS OF SERVICE

Welcome to Funderbuilt! Funderbuilt makes it easy for project owners to connect with the donors, contributors and investors who will help them fund their dreams. With lower fees, flexible funding models and easy to manage tools, Funderbuilt is designed to help projects succeed. It is our way of helping both project owners and funders gauge a projects quality and credibility.

Please read these Terms of Use (the "Agreement" or "Terms of Use") carefully before using the services offered by Funderbuilt (together “Funderbuilt” or the “Company”). This Agreement sets forth the legally binding terms and conditions for your use of the website at www.funderbuilt.com, all other sites owned and operated by Funderbuilt that redirect to www.funderbuilt.com, and all subdomains (collectively, the “Site”), and the service owned and operated by the Company (together with the Site, the “Service”). By using the Service in any manner, including, but not limited to, visiting or browsing the Site or contributing content, information, or other materials or services to the Site, you agree to be bound by this Agreement, the Privacy Policy, and all other operating rules, policies and procedures that may be published by Funderbuilt from time to time on the Site, each of which is incorporated by reference and each of which may be updated by Funderbuilt from time to time without notice to you.

SUMMARY OF SERVICE

Funderbuilt is a platform where certain users ("Project Owners") run campaigns to fund cause, idea and venture projects by requesting funding, offering rewards or securities to raise money from other users (“Funders”). Through the Site, email, websites, and other media, the Service makes accessible various content, including, but not limited to, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, projects, other material and information, and associated trademarks and copyrightable works (collectively, “Content”). Project Owners, Funders, and other visitors to and users of the Service (collectively, “Users”) may have the ability to contribute, add, create, upload, submit, distribute, facilitate the distribution of, collect, post, or otherwise make accessible ("Submit") Content. “User Submissions” means any Content Submitted by Users.

Users of this website may create a profile as a Project Owner (who is looking for advice and an introduction to potential funders), as a Funder (who is looking to fund a project as a donor, contributor or investor. In the case of an investor, one must complete our Accredited Investor/sophistication questionnaire), or as a Visitor who may view content made available to the public (which generally will not include certain information about project/business opportunities or Funders; information that may only be viewed by Project Owners and Funders).

By using or accessing the site, services or a widget, whether manually or through automated means, you agree to these Funderbuilt terms and conditions ("terms"). These terms apply to you if you are an owner of a cause, idea, project, venture, business or any other user of the site and/or services.

For those individuals who may choose to participate in any type of equity funding as outlined by the JOBS Act and regulated by the SEC, you acknowledge that you are a professional who understands risk and are willing to bear the consequences. If you aren’t a Project Owner looking for advice and an introduction to potential funders or you don’t think that you are both an Accredited Investor and sophisticated enough to protect your own interests, then you should not try to create an account on this site.

Your use of the Site is governed by the version of this Agreement in effect on the date of use. You agree to access the information on the Site solely for the purpose of evaluation of potential investment opportunities on the Site. Funderbuilt may modify this Agreement at any time and without prior notice. Your continued use of and access to the Funderbuilt Site constitutes your acknowledgement of, and agreement to, the then current Terms of Use and to having reviewed the most current version of the Terms of Use. Please also note that the terms and conditions of this Agreement are in addition to any other agreements between you and Funderbuilt, including any customer or account agreements, and any other agreements that govern your use of products, services, content, tools, and information available on the Site. This Agreement does not alter in any way the terms or conditions of any other agreement you may have with Funderbuilt, or its subsidiaries or affiliates, for the Service or otherwise. If you do not agree to all the terms of this Agreement and/or Funderbuilt’s Privacy Policy, you are not eligible to participate in Funderbuilt's Service or otherwise use this Site. This Agreement applies to all users of the Site or Service, including Project Owners ("Issuers") and Accredited Investors, as defined by SEC Regulation D Rule 501 ("Investors"), who in any way use the Site or Service provided by Funderbuilt (in each case, a "User").

Funderbuilt reserves the right, in its sole discretion, without any obligation and without any notice requirement, to change, improve or correct the information, materials and descriptions on the Site and to suspend and/or deny access to the Site for any reason. The information and materials on the Site may contain typographical errors or inaccuracies. Any dated information is published as of its date only, and Funderbuilt does not undertake any obligation or responsibility to update or amend any such information. Funderbuilt may discontinue or change any product or service described in or offered on the Funderbuilt Site at any time. Funderbuilt further reserves the right, in its sole discretion, to block or otherwise discontinue your access and use of the Site at any time and for any reason. You agree that Funderbuilt and its subsidiaries and affiliates will not be liable to you or to any third party for any such modification, suspension or discontinuance.

THE TERMS OF USE REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

Access to the site and services from territories where the site and/or services are illegal is strictly prohibited. Users are responsible for complying with all local rules, laws, and regulations regarding their use of the site and services.

GENERAL PRINCIPLES

You are not eligible to use the service without consent if you are:

  1. Under 18 years of age. If you are between the ages of 13 and 17, you can use the Service with the consent and supervision of your parent or legal guardian who is at least 18 years old, provided that your parent or legal guardian also agrees to be bound by these Terms and agrees to be responsible for your use of the Service.
  2. You are not eligible to use the Service if you have previously been suspended from using the Service for any reason and we have not explicitly authorized you to resume using the Service.
  3. We reserve the right to refuse use of the Service to anyone and to reject, cancel, interrupt, remove or suspend a Campaign at any time for any reason without liability.

DONATION & REWARD

Funderbuilt is an online crowdfunding venue for people and entities seeking to raise funds for their own Projects and to contribute to the Projects of others. Project Owners can offer gifts in the form of tangible items or intangible services (collectively, "Perks") to Funders. Perks are not offered for sale. Funderbuilt makes no representations about the quality, safety, morality or legality of any Project, Perk or contribution or the truth or accuracy of content posted on the website. Funderbuilt does not represent that Project Owners will deliver Perks or that Funds will be used as described in the Project. Users use the Service at their own risk.

EQUITY

Federal securities law requires securities sold in the United States to be registered with the Securities and Exchange Commission, unless the sale qualifies for an exemption. Generally, start-up ventures use one or more of the “private placement” exemptions because they allow them to raise capital without complying with the costly and time-consuming registration process. One of the requirements of the “private placement” exemption is that neither the company which is offering its securities nor any person acting on the Issuer’s behalf may offer or sell the securities by any form of “general solicitation”.

Project Owners are not permitted to create a Donation, Reward or Equity Project to raise funds for illegal activities, to cause harm to people or property, or to scam other Users. If you know that your Project is claiming to do the impossible or it's just plain phony, don't post it. You must comply with all applicable laws and regulations in carrying out your Project, offering Perks and using Contributions.

PROHIBITED ACTIVITIES

You may not use the Funderbuilt.com service for activities:

  1. That violates any law, statute, ordinance or regulation.
  2. Related to sales of:
    1. Narcotics, steroids, certain controlled substances or other products that present a risk to consumer safety.
    2. Drug paraphernalia.
    3. Items that encourage, promote, facilitate or instruct others to engage in illegal activity.
    4. Items that promote hate, violence, racial intolerance, or the financial exploitation of a crime.
    5. Items that are considered obscene.
    6. Items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction.
    7. Certain sexually oriented materials or services.
    8. Ammunition, firearms, or certain firearm parts or accessories.
    9. Certain weapons or knives regulated under applicable law.
  3. Relate to transactions that:
    1. Show the personal information of third parties in violation of applicable law.
    2. Support pyramid or ponzi schemes, matrix programs, other “get rich quick” schemes or certain multi-level marketing programs.
    3. Are associated with purchases of real property, annuities, investments, equity or lottery contracts, lay-away systems, offshore banking or transactions to finance or refinance debts funded by a credit card.
    4. Are for the sale of certain items before the seller has control or possession of the item.
    5. Are by payment processors to collect payments on behalf of merchants.
    6. Are associated with the following Money Service Business activities: the sale of traveler’s checks or money orders, currency exchanges or check cashing.
    7. Provide certain credit repair or debt settlement services.
  4. Involve the sales of products or services identified by government agencies to have a high likelihood of being fraudulent.
  5. Violate applicable laws or industry regulations regarding the sale of:
    1. Tobacco products.
    2. Prescription drugs and devices.
  6. Involve gambling, gaming and/or any other activity with an entry fee and a prize, including, but not limited to casino games, sports betting, horse or greyhound racing, lottery tickets, other ventures that facilitate gambling, games of skill (whether or not it is legally defined as a lottery) and sweepstakes unless the operator has obtained prior approval from Funderbuilt.com and the operator and customers are located exclusively in jurisdictions where such activities are permitted by law.
  7. Infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any other person or entity, or violates any law or contract.
  8. You know is false, misleading, or inaccurate.
  9. Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another's privacy.
  10. Constitutes unsolicited or unauthorized advertising or promotional material or any junk mail, spam, or chain letters.
  11. Contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of the Company or any third party.
  12. Is made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
  13. Impersonates any person or entity, including any employee or representative of the Company.

Additionally, you shall not:

  1. Take any action that imposes or may impose (as determined by the Company in its sole discretion) an unreasonable or disproportionately large load on the Company’s or its third-party providers’ infrastructure.
  2. Interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service.
  3. Bypass any measures the Company may use to prevent or restrict access to the Service (or other accounts, computer systems, or networks connected to the Service).
  4. Run Maillist, Listserv, or any form of auto-responder or "spam" on the Service.
  5. Use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Site.

You shall not directly or indirectly:

  1. Decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the extent applicable laws specifically prohibit such restriction.
  2. Modify, translate, or otherwise create derivative works of any part of the Service.
  3. Copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national, and international laws and regulations.

THIRD-PARTY SITES

The Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. Those other websites are not under the Company's control, and you acknowledge that the Company is not liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of those other websites or resources. The inclusion on another website of any link to the Site does not imply endorsement by or affiliation with the Company. You further acknowledge and agree that the Company shall not be liable for any damage related to the use of any content, goods, or services available through any third-party website or resource.

ROLE OF FUNDERBUILT

The Role of Funderbuilt is:

  1. Grant You the Right to use the Service. All right, title, and interest in and to the Service (excluding Content provided by users) is and will remain the exclusive property of Funderbuilt and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Except as expressly provided herein, nothing in this agreement gives you a right to use the Funderbuilt name or any of the Funderbuilt trademarks, logos, domain names, or other distinctive brand features. Subject to your acceptance of this agreement, Funderbuilt grants to you a worldwide, non-assignable, non-exclusive, non-transferable, revocable limited license to use the Service and related software and to display the results of such Service anywhere on the rest of the web, other than on websites one of the principal purposes of which is to compete with Funderbuilt provided that you,
    1. Do not modify the Content.
    2. Attribute Funderbuilt with a human and machine-followable link (an A tag) linking back to the page displaying the original source of the content on Funderbuilt.com
    3. Upon request, either by Funderbuilt or by a user who provided the Content, make a reasonable effort to update a particular piece of Content to the latest version on Funderbuilt.
    4. Upon request, either by Funderbuilt or by a user who contributed to the Content, make a reasonable attempt to delete Content that has been deleted on Funderbuilt.com.
  2. Not To Claim Any Rights in Your Information. We are promising not to claim any ownership interest in the Content provided by you to us solely because you have provided it, although we will claim a license sufficient to display such items through Funderbuilt.
  3. Our role. The purpose of our site and services is to help individuals, entities or organizations raise money, but we do not pick or endorse any such individuals, entities or organizations or any of their campaigns or causes. We merely provide a technology platform to allow project owners to connect with donors. The existence of the site or services is not a solicitation of donations and Funderbuilt does not engage in any solicitation activities on behalf of any fundraisers.

ROLE OF PROJECT OWNERS

To Act Responsibly. You are promising to act responsibly – which means:

  1. You are making the following Promises:
    1. Requirements of Membership.
      1. That you have the right, authority, and capacity to enter into this agreement on your own behalf and on behalf on any entity for whom you are acting and to abide by all of the terms and conditions contained herein, and that if any aspect of your participation in Funderbuilt violates provisions of local law to which you are subject, you will cease using the Service and close your account.
    2. Requirements related to Content on Funderbuilt.
      1. That you will only provide Funderbuilt with Content that you have a right to provide to Funderbuilt and to allow Funderbuilt to display through the Service -- which means that you have adequate rights to all copyrights, trademarks, trade secrets, intellectual property or other material provided by you for display by Funderbuilt, and that you understand that any other Content you find on or through Funderbuilt is the sole responsibility of the person who originated such Content.
      2. That you understand that your Content may be republished and if you do not have the right to submit Content for such use, it may subject you to liability. Funderbuilt will not be responsible or liable for any use of your Content by Funderbuilt in accordance with this agreement.
      3. That you are not relying on Funderbuilt and that you understand that we do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Service or endorse any opinions expressed via the Service.
      4. That you understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, and that you have no claim against Funderbuilt for any such material.
      5. That you understand that the Service may include advertisements or other content, which may be targeted to the Content or information on the Service, queries made through the Service, or other information, and you have no claim against Funderbuilt for the placement of advertising or similar content on the Service or in connection with the display of Content or information from the Service whether submitted by you or others.
  2. You are licensing to us the right to publish all the Content you upload to Funderbuilt, including any comments or other forum posts you may offer on the site in order to provide the Service. Your Content will be viewable by other users of the Service and through third party services and websites. You should only provide Content that you are comfortable sharing with others under this agreement.
  3. To the extent that Funderbuilt is determined, for any reason not to be the licensee of any material you have provided to us (including all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as "moral rights," "artist's rights," "droit moral," or the like (collectively "Moral Rights")), you hereby ratify and consent to any action that may be taken with respect to such Moral Rights by or authorized by Funderbuilt and agree not to assert any Moral Rights with respect thereto. You further agree that you will confirm any such ratifications, consents and agreements from time to time as requested by the Company.
  4. You acknowledge that Funderbuilt is not obligated to pay you or to cause any other party to pay you anything with respect to your activities on Funderbuilt, or to feature or otherwise display your Content on any web page.

Relationship of Funderbuilt. By using this site you understand and agree that Funderbuilt shall not be responsible for any losses or damages incurred as a result of the fundraising campaigns. In the event of a dispute between users (including but not limited to fundraisers, donors, beneficiaries, and third parties), you hereby release Funderbuilt, its employees, agents, affiliates, directors, officers, representatives, subcontractors, advisors and volunteers from all claims, damages and demands that may or may not be known, suspected or related to such disputes about our service.

  1. You acknowledge that you do not rely on the Company to monitor or edit the Service (including emails initiated by individuals, regardless of whether those individuals are otherwise associated with the Company) and that the Service may contain content which you find offensive or which is untrue or misleading and you hereby waive any objections you might have with respect to viewing such content.
  2. You agree that this agreement does not entitle you to any support, upgrades, updates, add-ons patches, enhancements, or fixes for the Services (collectively, "Updates"). The Company, however, may occasionally provide automatic Updates to the Services at its sole discretion (and without any advanced notification to you). Any such Updates for the Services shall become part of the Services and subject to this agreement.
  3. If you operate, manage or otherwise control a search engine or robot, or you republish a significant fraction of Funderbuilt Content (as we may determine in our reasonable discretion), you must additionally follow these rules:
    1. You must use a descriptive user agent header.
    2. You must follow robots.txt at all times.
    3. You must make it clear how to contact you, either in your user agent string, or on your website if you have one.

User Names

You may need a username and password to use certain features of the site and services and you may create certain URLs when you establish a profile, fundraiser, event, or charity page. By selecting a user name and any particular URL you agree that you will not select or use a name or URL: (a) of another person with the intent to impersonate that person; (b) subject to the rights of any person without authorization; (c) in violation of the intellectual property rights of any person; or (d) that Funderbuilt, in its sole discretion, deems inappropriate or offensive. You hereby expressly permit Funderbuilt to identify you by your user name (which may be a pseudonym). You acknowledge and agree that you shall have no ownership or other property interest in your account, URL and/or user name, and you further acknowledge and agree that all rights in and to your user name and account are and shall forever be owned by and inure to the benefit of Funderbuilt. You are responsible for maintaining the confidentiality of your password and account, and are responsible for all activities (whether by you or by others) that occur under your password or account. You will notify Funderbuilt immediately of any unauthorized use of your password or account or any other breach of security. Funderbuilt assumes no liability for any loss or damage arising from any unauthorized use of your password or account by a third party. Funderbuilt has the right to reclaim any user names or URLs for any reason.

PROJECT OWNERS

As a Project Owner, you are permitted to offer Perks to Contributors. You shall meet all commitments you make in your Campaign including, but not limited to, delivering all Perks you offered with your Campaign. You will respond promptly and truthfully to all questions posed to you by Funderbuilt. If you are unable to fulfill any of your commitments (including delivering any Perks), you will work with the Contributors to reach a mutually satisfactory resolution, which may include refunding their Contributions. You will comply with all applicable laws and regulations in your use of Contributions and delivery of Perks. You are responsible for collecting and remitting any taxes on Contributions, and any taxes due in connection with your Perks. Funderbuilt may attempt to verify your identity and other information you provided to us, and we may delay, withhold, reverse or refund any Contributions or other amounts without notice or liability in the event we are unable to verify any information to our satisfaction.

Privacy

In addition to reviewing these terms, you should also read our Privacy Policy to better comprehend how we collect and use your personal information. Your use of the site and its services constitutes your agreement to our Privacy Policy.

By raising funds through the Services, you represent and warrant that:

  1. You are raising money for a cause or activity that is legal under all applicable federal, state and local laws and regulations.
  2. You will use all funds solely for the purpose you have stated on the site, and under no circumstances may you use the funds for any other purpose. Additionally, if you are raising funds for a non-profit organization (a “Charity”) you represent and warrant that such Charity:
    1. Has and will maintain tax-exempt status under section 501(c)(3) of the Internal Revenue Code.
    2. Is registered with the GuideStar database. If you are raising funds for another purpose, as may be permitted under these terms, you represent and warrant that you can meet all user eligibility requirements for the services and have a social security number or an EIN and a U.S. bank account.

Creating and Posting a Campaign. Any fundraiser may create and post a campaign and elicit Funding from other members by following the subsequent procedure and rules:

  1. You may be required to provide payment information depending on how donations are made.
  2. You may offer non-monetary rewards for donations. If you create a campaign, you represent and warrant that you:
    1. Are the authorized representative of the Beneficiary with the authority:
      1. To solicit donations for the Beneficiary; and
      2. To bind the Beneficiary to the terms of this Agreement; and
    2. 2. Ensure all donations are disbursed properly and legally to the Beneficiary and all donations are used as described by the campaign.
  3. Project Owners agree to make a good faith attempt to fulfill each reward by its Estimated Delivery Date.
  4. Project Owners are required to fulfill all rewards of their successful fundraising campaigns or refund any Backer whose reward they do not or cannot fulfill.
  5. Project Owners may cancel or refund a Backer’s Fund at any time and for any reason, and if they do so, are not required to fulfill the reward.
  6. Project Owners should not take any action in reliance on having their project posted on the Site or having any of the money Funded until they have the ability to withdraw and spend the money. There may be a delay between the end of a successful fundraising campaign and access to the funds.

MERCHANT SERVICES TERMS

Funderbuilt uses Braintree, a division of PayPal, Inc. (Braintree) for payment processing. In order for you to use Braintree’s payment processing services, you must enter into the Merchant Services Agreement (MSA) with Braintree and its sponsoring bank. The MSA is available here. By accepting this Agreement, you agree: (a) that you have downloaded or printed the MSA, and (b) that you have reviewed and agree to the MSA. Please note that Funderbuilt is not a party to the MSA and that you, Braintree and Braintree’s sponsoring bank and the three parties to the MSA and that Funderbuilt has no obligations or liability to you under the MSA. If you have questions regarding the MSA, please contact Braintree at 877.434.2894.

PROJECT FUNDERFACTOR™

We have a Project Funderfactor has been established to assist you in measuring your passion and dedication to a successful Crowdfunding campaign.

As a project owner, the Funderfactor™ will help you keep track of the progress you’re making during the set up, launch and promotion of your project. The more you do to flesh out and promote your project, the higher your score will be.

THE PROJECT FUNDERFACTOR IS AN ARBITARY MEASUREMENT AND CANNOT GUARANTEE YOUR SUCCESS IN RAISING THE NECESSARY FUNDS FOR YOUR PROJECT. THIS SCORE IS MEANT TO BE USED AS A WAY TO MEASURE YOUR PROGRESS TO COMPLETION AND ACCOUNTABILITY IN COMPLETING THE VARIOUS TO-DOS AND TASKS ASSOCIATED WITH A PROJECT AND CAMPAIGN.

As a user (project owner or funder) of the website, you understand the Funderfactor is a tool to assist with vetting projects, but in no way represents, warrants, implies or recommends a project or it's owners or backers. The Funderfactor does not provide any type of assurances as to the accountability of the project owner or the likelihood of success of the project or the underlying individual, organization or company.

The Funderfactor is our way of helping both project owners and funders gage a project’s quality and credibility. While the Funderfactor provides a number, this number does not represent any quantifiable measurement beyond a users passion and dedication for their project and their accountability to the daily tasks and reminders.

The Funderfactor keeps track of the progress made during the set up, launch and promotion of a project. The more done to flesh out and promote a project, the higher the score will be. Owners who are truly passionate about their project will tend to invest more time, energy and marketing dollars into making it happen, and those efforts will be reflected in a higher score. Higher scores typically show a higher level of passion, commitment and credibility on the part of the project owner, and are more likely to deliver results based on their project.

By using the site and the Funderfactor, you agree to defend, indemnify and hold harmless Funderbuilt, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors, agents, suppliers and representatives from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys' fees and costs) and all amounts paid in settlement arising from or relating to your negligence, defamation, invasion of privacy, misuse of, or access to, the Site, Service Content, or infringement by you, or any third party using your account, of any intellectual property or other right of ay person or entity, breach of these Terms or violation of any law. Funderbuilt reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Funderbuilt in asserting any available defenses.

The Funderfactor does not imply, guarantee or represent anything about the project the project owner, the accuracy of the information or the likelihood of success.

ROLE OF FUNDERS

PROJECTS: FUNDRAISING AND COMMERCE

Funderbuilt is a platform where Project Owners run campaigns to fund creative projects by offering rewards and equity to raise money from Funders. By funding a donation, reward or equity project on Funderbuilt, you as the Funder accept that offer and the contract between Funder and Project Owner is formed. Funderbuilt is not a party to that agreement between the Backer and Project Owner. All dealings are solely between Users.

FUNDERS

As a Funder, you are solely responsible for asking questions and investigating Campaigns to the extent you feel is necessary before you make a Contribution. All Contributions are made voluntarily and at your sole discretion and risk. Funderbuilt doesn't guarantee that Contributions will be used as promised, that Project Owners will deliver Perks, or that the Campaign will achieve its goals. Funderbuilt does not endorse, guarantee, make representations, or provide warranties for or about the quality, safety, morality or legality of any Campaign, Perk or Contribution, or the truth or accuracy of content posted on the Service. You are solely responsible for determining how to treat your Contribution and receipt of any Perks for tax purposes. In the event you are issued a refund on your Contribution because of our inability to disburse funds to a Project Owner, you will no longer be entitled to delivery of any Perk associated with your contribution.

By funding or creating a project on Funderbuilt, you agree to be bound by this entire Agreement, including the following terms:

  1. Funders agree to provide their payment information at the time they Fund to a campaign. The payment will be collected at or after the campaign deadline and only if the amount of money funded as of the deadline is at least equal to the fundraising goal. The amount Funders Fund is the amount they will be charged.
  2. Funders consent to Funderbuilt and its payments partners authorizing or reserving a charge on their payment card or other payment method for any amount up to the full Fund at any time between the Fund and collection of the funds.
  3. Funders agree to have sufficient funds or credit available at the campaign deadline to ensure that the Fund will be collectible.
  4. Funders may increase, decrease, or cancel their fund at any time during the fundraising campaign, except that they may not cancel or reduce their Fund if the campaign is in its final 24 hours and the cancellation or reduction would drop the campaign below its goal.
  5. The Estimated Delivery Date listed on each reward is not a promise to fulfill by that date, but is merely an estimate of when the Project Owner hopes to fulfill by.
  6. For all campaigns, Funderbuilt gives to the Project Owner each Backer’s User ID and Fund amount. For successful campaigns, Funderbuilt additionally gives to the Project Owner each Backer’s name and email.
  7. For some rewards, the Project Owner needs further information from Funders, such as a mailing address or t-shirt size, to enable the Project Owner to deliver the rewards. The Project Owner shall request the information directly from Funders at some point after the fundraising campaign is successful. To receive the reward, Funders agree to provide the requested information to the Project Owner within a reasonable amount of time.
  8. Funderbuilt does not offer refunds. A Project Owner is not required to grant a Backer’s request for a refund unless the Project Owner is unable or unwilling to fulfill the reward.
  9. Because of occasional failures of payments from Funders, Funderbuilt cannot guarantee the receipt by Project Owners of the amount Funded minus fees.
  10. Funderbuilt and its payments partners will remove their fees before transmitting proceeds of a campaign. Fees may vary depending on region and other factors.
  11. Funderbuilt reserves the right to cancel a Fund at any time and for any reason.
  12. Funderbuilt reserves the right to reject, cancel, interrupt, remove, or suspend a campaign at any time and for any reason. Funderbuilt is not liable for any damages as a result of any of those actions. Funderbuilt’s policy is not to comment on the reasons for any of those actions.
  13. Funder’s Risk. All funding is at your own risk. Please make sure that when you fund a project, you understand how your money will be used. When funding, only fund to those people or entities that you feel comfortable donating to or otherwise know and trust. Funderbuilt does not warrant that funds will be used for any particular purpose and is not responsible for any misuse of the funds by the beneficiary.
  14. Funder Commitments. By donating money through the site, you represent and warrant that any donation you make is legal in your jurisdiction and that you are authorized to use the payment method you have selected. Each funder agrees and acknowledges that:
    1. All funding to projects are made as unrestricted and may not be specified for any particular purpose.
    2. Designated donation and registration amounts and Processing Fees will be charged to the credit or debit card or other payment method you use through Braintree.All funding is final and non-refundable.
  15. Our Partnerships with Braintree ™. Funderbuilt has partnered with Braintree to make fundraising for donation and reward based projects easy and seamless. The manner in which transactions are processed is explained below:
    Funderbuilt uses Braintree, a division of PayPal, Inc. (Braintree) for payment processing. In order for you to use Braintree’s payment processing services, you must enter into the Merchant Services Agreement (MSA) with Braintree and its sponsoring bank. The MSA is available here. By accepting this Agreement, you agree: (a) that you have downloaded or printed the MSA, and (b) that you have reviewed and agree to the MSA. Please note that Funderbuilt is not a party to the MSA and that you, Braintree and Braintree’s sponsoring bank and the three parties to the MSA and that Funderbuilt has no obligations or liability to you under the MSA. If you have questions regarding the MSA, please contact Braintree at 877.434.2894.
  16. Tax Deductions. Funderbuilt makes no representation as to whether all or any portion of your donations, including, if any, processing fees, are tax deductible. Funderbuilt will have no liability for any claim by any federal, state, local or any other tax authority with respect to the characterization on any applicable tax return of any donation by you, any Funderbuilt user or any Charity. You should consult your tax advisor as to the amount of your donation that is tax deductible, particularly if you are awarded a gift or prize in connection with your donation.

SECURITIES PRODUCTS

Company listings on this Site are only suitable for Accredited Investors who are familiar with and willing to accept the high-risk associated with private investments. Securities sold through private placements are not publicly traded and, therefore, are less liquid. Additionally, Investors may receive restricted stock that may be subject to holding period requirements. Companies seeking private placement investments tend to be in earlier stages of development and have not yet been fully tested in the public marketplace. Investing in private placements requires high-risk tolerance, low liquidity concerns, and long-term commitments. Investors must be able to afford to lose their entire investment. For those reasons, these offerings may be made available only to certain institutional investors and high net worth individuals and entities. As with all alternative investments, investors must meet certain eligibility tests to qualify as purchasers. Currently, entities must have assets of at least $5 million (or all individual owners meet accredited investor tests). Individuals must have a net worth of more than $1 million excluding primary residence or gross income for each of the last two years of at least $200,000 ($300,000 with spouse) with the expectation of the same income in the current year.

The value of investments and the income from them can fall as well as rise. Past performance is not a guarantee of future performance. The contents of this Site do not constitute financial, legal, or tax advice. Investors are solely responsible for conducting any legal, accounting or due diligence review. You should obtain investment and tax advice from your advisers before deciding to invest. Investment products are not FDIC insured, may lose value, and there is no bank guarantee.

None of the information contained in the publicly available portions of the Site constitutes a recommendation, solicitation or offer to buy or sell any securities, options or other financial instruments or other assets or provide any investment advice or service. The information contained in the Site has been prepared by without reference to any particular User's investment requirements or financial situation. The information and services provided on the Site are not provided to, and may not be used by, any person or entity in any jurisdiction where the provision or use thereof would be contrary to applicable laws, rules or regulations of any governmental authority or where Funderbuilt is not authorized to provide such information or services. Some products and services described in the Site may not be available in all jurisdictions or to all clients.

INVESTOR QUALIFICATIONS

The Equity portion of the website is available only to Accredited Investors who are at least 18 years old. You represent and warrant that if you are an individual, you are of legal age to form a binding contract, and that all registration information you submit is accurate and truthful. Funderbuilt may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Service is revoked in such jurisdictions. If you are using the Site on behalf of any entity, you represent and warrant that you are authorized to accept this Agreement on such entity's behalf, and that such entity agrees to indemnify Funderbuilt for violations of this Agreement.

  1. Requirements related to Investments.
    1. That you will use your own judgment before making any decision to invest or to accept an investment involving what is to you a material amount of money.
  2. That you will be solely responsible for complying with applicable law regarding any transaction, including without limitation the determination of whether any investor is an Accredited Investor and whether any investment complies with the terms of local law (whether the law of a US state, or the law of any foreign government with jurisdiction over you or any investor).
  3. That you will obtain such professional advice as is appropriate to protect your interests, including legal, accounting and other advice (i.e., get a good start-up attorney).

PROJECT FUNDERFACTOR™

We have a Project Funderfactor™ that has been established to assist you in measuring your passion and dedication to a successful Crowdfunding campaign.

And as a funder, the Funderfactor™ will help you judge how committed the project owner is to making this project a reality. Owners who are truly passionate about their project will tend to invest more time, energy and marketing dollars into making it happen, and those efforts will be reflected in a higher score. [Do not rely on the Funderfactor™ to decide if you should invest.]

THE PROJECT FUNDERFACTOR IS AN ARBITARY MEASUREMENT AND CANNOT GUARANTEE YOUR SUCCESS IN RAISING THE NECESSARY FUNDS FOR YOUR PROJECT. THIS SCORE IS MEANT TO BE USED AS A WAY TO MEASURE YOUR PROGRESS TO COMPLETION AND ACCOUNTABILITY IN COMPLETING THE VARIOUS TO-DOS AND TASKS ASSOCIATED WITH A PROJECT AND CAMPAIGN.

AUTHORIZED USER

Our Services and certain pages of the Site are available only to Investors who have been authorized by us to access those Services and web pages on the Site. Such authorization may require completion of an accredited investor questionnaire and satisfactory background information screening and/or identification verification. Only users of Funderbuilt with a valid User ID and password are authorized to access such services and web pages.

As part of Funderbuilt’s authorization process, each user shall be required to provide, among other things, a valid email address. In providing your email address and agreeing to these Terms of Use, each authorized user consents to receiving email notifications from Funderbuilt concerning offerings.

Funderbuilt grants you a limited, non-exclusive license to use this website and any information contained therein for your personal and non-commercial use only. Content and all other intellectual property rights in or on Funderbuilt’s website, as well as any products and services offered through Funderbuilt’s website, are owned by Funderbuilt, Funderbuilt’s licensors, and/or Funderbuilt’s partners and is protected by copyright, trade dress, patent and trademark laws, international conventions, and other laws protecting intellectual property and related proprietary rights. You may not distribute, perform, display, modify, reproduce, license, lease, sell, transmit, transfer, publish, copy, create derivative works from, rent, decompile, disassemble, reverse engineer, or otherwise use in any other way for commercial or public purposes any information, software, products or services obtained from this website unless expressly authorized by Funderbuilt to do so. You agree not to remove, obscure, or alter copyright, patent, trademark, or other proprietary rights notices affixed to any content or information on the Funderbuilt website or provided to you by Funderbuilt.

Unauthorized use of the Site and our Service, including, but not limited to the misuse or sharing of passwords or misuse of any other information, is strictly prohibited. You may not use the Site in any manner that could damage, disable, overburden, or impair the Site or Service or interfere with any other party's use and enjoyment of the Site or Service. You agree that you will not engage in any activities related to the Site that are contrary to applicable laws or regulations. You further agree that you are responsible for any unauthorized use of your password that is made before you have notified us and we have had a reasonable opportunity to act on that notice. Funderbuilt reserves the right at its discretion to suspend or cancel your password, even without receiving such notice from you, if we suspect that it is being used in an unauthorized or fraudulent manner.

Notwithstanding the above, you are responsible for monitoring your account and should promptly report any unauthorized or suspicious activity in your account to us at info@funderbuilt.com.

IDENTIFICATION

You agree to defend, indemnify and hold harmless Funderbuilt, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors, agents, suppliers and representatives from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys' fees and costs) and all amounts paid in settlement arising from or relating to your negligence, defamation, invasion of privacy, misuse of, or access to, the Site, Service Content, or infringement by you, or any third party using your account, of any intellectual property or other right of ay person or entity, breach of these Terms or violation of any law. Funderbuilt reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Funderbuilt in asserting any available defenses.

Release. In addition, you hereby release any claims you may have against Funderbuilt and any Company Person that are in anyway related to the Service or your use of Content offered through the Service, including any recommendations or referrals you may receive as a result of your registration with Funderbuilt. You are solely responsible for your use of the Service, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third parties partners.

FEES, REFUNDS & TAXES FEES AND PAYMENTS

FEES

If your project is successfully funded, Braintree will apply credit card processing fees ranging from 3-5% to the funds raised. For more info, read our Pricing & Fees

TAXES

Your taxing authorities may classify funds you raise on Funderbuilt as taxable income to you and any beneficiary who will receive funds directly from your Project. We will ask you for your tax identification number (TIN) and the TIN of any beneficiary of your Project so that we may report taxable income to the relevant taxing authorities. We will provide you with a tax document if required by the relevant taxing authorities. We encourage you to consult with a licensed tax advisor from your local jurisdiction when planning your Project so that you understand and prepare for the tax obligations you may incur from the funds you raise.

ARBIRATION

This Agreement (and any further rules, policies or guidelines incorporated by reference herein) shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of law. Unless otherwise agreed in writing by User and Funderbuilt, any dispute arising out of or relating to the Agreement, or the breach hereof, shall be finally resolved by arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. If parties are unable to select an arbitrator then AAA shall select the arbitrator. Judgment on any award entered by the arbitrator may be entered in any court having jurisdiction thereof. User agrees that it may bring claims against Funderbuilt only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.

FINRA BrokerCheck Hotline - The Financial Industry Regulatory Authority, Inc. offers investors information and education through the FINRA BrokerCheck Hotline at 800-289-9999 and FINRA website at www.finra.org

Arbitration/Class Action Waiver

  1. Any and all controversies, claims or disputes arising out of or relating to this Agreement (including, without limitation, its formation, performance or breach) or arising out of or relating to the relationship between the Parties shall be solely and exclusively resolved by confidential binding arbitration conducted in the Arbitration Location by a single arbitrator. The claimant shall have the right to participate by phone or similar means and need not attend the arbitration live in the Arbitration Location in order to participate, except that the Parties will confer on an appropriate method for obtaining the claimant’s testimony, including agreeing on a means of obtaining live testimony from the claimant if appropriate, in a manner that minimizes travel and expense burdens on the claimant. Absent an alternative agreement by the Parties, the Parties shall bear the costs of the arbitration equally.
  2. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association then in effect. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving disputes regarding investment fund contracts. The arbitrator shall apply the laws of the State of Delaware, except that the arbitration provision shall be governed by the Federal Arbitration Act. Judgment upon any award rendered therein may be entered and enforcement obtained thereon in any court having jurisdiction. All arbitration proceedings shall be closed to the public and confidential and all records relating thereto shall be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. Subject to Section 13.11 (“Damages Waiver”) of this Agreement, the arbitrator shall have authority to grant any form of appropriate relief, whether legal or equitable in nature, including specific performance. The Parties agree to abide by all decisions and awards rendered in such proceedings. Such decisions and awards rendered by the arbitrator shall be final and conclusive. All such controversies, claims or disputes shall be settled in this manner in lieu of any action at law or equity.
  3. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve any dispute arising under or relating to the interpretation, applicability, enforceability or formation of this Agreement, including but not limited to any claim that all or any part of this Agreement is void or voidable. Without limiting the generality of the foregoing, the arbitrator shall have the exclusive authority to interpret the scope of this clause, and the arbitrability of the controversy, claim or dispute.
  4. The Parties further agree that they may bring claims only in their individual capacity and not as a plaintiff or class representative in any purported class or representative proceeding. The arbitrator may not consolidate more than one person’s claims, may not otherwise preside over any form of a representative or class proceeding, and may not award class-wide relief. This provision is material and is a condition of the agreement to arbitrate. In the event that a determination is made that this class action waiver is void or unenforceable for any reason, the parties agree that the agreement to arbitrate disputes will be null and void.

PROPRIETARY RIGHTS

By Submitting User Submissions on the Site or otherwise through the Service, you agree to the following terms:

  1. The Company will not have any ownership rights over your User Submissions. However, the Company needs the following license to perform and market the Service on your behalf and on behalf of its other Users and itself. You grant to the Company the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sub-licensable, transferable right to (and to allow others acting on its behalf to):
    1. Use, edit, modify, prepare derivative works of, reproduce, host, display, stream, transmit, playback, transcode, copy, feature, market, sell, distribute, and otherwise fully exploit your User Submissions and your trademarks, service marks, slogans, logos, and similar proprietary rights (collectively, the "Trademarks") in connection with (a) the Service, (b) the Company’s (and its successors' and assigns’) businesses, (c) promoting, marketing, and redistributing part or all of the Site (and derivative works thereof) or the Service in any media formats and through any media channels (including, without limitation, third-party websites).
    2. Take whatever other action is required to perform and market the Service.
    3. Allow its Users to stream, transmit, playback, download, display, feature, distribute, collect, and otherwise use the User Submissions and Trademarks in connection with the Service.
    4. Use and publish, and permit others to use and publish, the User Submissions, Trademarks, names, likenesses, and personal and biographical materials of you and the members of your group, in connection with the provision or marketing of the Service. The foregoing license grant to the Company does not affect your other ownership or license rights in your User Submissions, including the right to grant additional licenses to your User Submissions.
  2. You are publishing your User Submission, and you may be identified publicly by your name or User ID in association with your User Submission.
  3. You grant to each User a non-exclusive license to access your User Submissions through the Service, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Submissions solely for personal, non-commercial use.
  4. You further agree that your User Submissions will not contain third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant Funderbuilt all of the license rights granted herein.
  5. You will pay all royalties and other amounts owed to any person or entity based on your Submitting User Submissions to the Service or the Company’s publishing or hosting of the User Submissions as contemplated by these Terms of Use.
  6. The use or other exploitation of User Submissions by the Company and Users as contemplated by this Agreement will not infringe or violate the rights of any third party, including without limitation any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights.
  7. The Company shall have the right to delete, edit, modify, reformat, excerpt, or translate any of your User Submissions.
  8. All information publicly posted or privately transmitted through the Site is the sole responsibility of the person from which that content originated.
  9. The Company will not be liable for any errors or omissions in any Content.
  10. The Company cannot guarantee the identity of any other Users with whom you may interact while using the Service.
  11. All Content you access through the Service is at your own risk and you will be solely responsible for any resulting damage or loss to any party.

COPYRIGHT POLICY

If you believe that any material on the Site violates this Agreement or your intellectual property rights, please notify Funderbuilt as soon as possible by sending an email to info@funderbuilt.com, or by contacting Funderbuilt's Agent (listed below) with the following information in accordance with U.S. Copyright Act, 17 U.S.C. §512(c): (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

Funderbuilt's agent may be contacted at:
Melfi & Associates PC
33717 Woodward Ave. #278
Birmingham, MI 48009

We reserve the right to remove Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, Funderbuilt will also terminate a User's account if the user is determined to be a repeat infringer.

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS' FEES.

If you believe that your material has been removed or disabled by mistake or misidentification, you may file a written counter-notice with the Designated Agent, including the following information ("Counter-Notice") within 5 business days from your receipt of the Notice of Infringement:

  1. A physical or electronic signature of the owner or authorized user of material;
  2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
  3. A statement made under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
  4. Your name, address, telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which the service provider may be found, and that you will accept service of process from the complainant or an agent of such person.

Upon receipt of the Counter-Notice by the Designated Agent, a copy of the Counter-Notice may be sent to the complainant informing the complainant that Funderbuilt, at its discretion, may replace the removed material or cease disabling it in not less than 10, nor more than 14, business days following receipt of the Counter-Notice, unless the Designated Agent receives written notice from the complainant that the complainant has filed an action seeking a court order to restrain you from engaging in infringing activity relating to your unauthorized use of the material on the Service.

If you fail to provide required information or follow this process, your Notice of Infringement or Counter-Notice is incomplete so no action will be taken. You and the complainant are encouraged to work to an amicable resolution.

In accordance with the DMCA and other applicable laws, Funderbuilt has adopted a policy of terminating, in appropriate circumstances and at Funderbuilt's sole discretion, repeat infringers.

DISCLAIMERS; LIMITATIONS; WAIVER OF LIABILITY

Funderbuilt is not liable for any damages or loss incurred related to rewards or any other use of the Service. Funderbuilt is under no obligation to become involved in disputes between any Users, or between Users and any third party arising in connection with the use of the Service. This includes, but is not limited to, delivery of goods and services, and any other terms, conditions, warranties, or representations associated with campaigns on the Site. Funderbuilt does not oversee the performance or punctuality of projects. The Company does not endorse any User Submissions. You release Funderbuilt, its officers, employees, agents, and successors in rights from claims, damages, and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and the Service.

DISCLAIMERS; LIMITATIONS; WAIVERS OF LIABILITY

  1. YOU EXPRESSLY AGREE THAT ACCESS TO AND USE OF THE SERVICE IS AT YOUR SOLE RISK AND IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER THE LAWS APPLICABLE TO TERMS OF USE WITH ANY LEGALLY REQUIRED WARRANTY PERIOD TO THE SHORTER OF THIRTY DAYS FROM FIRST USE OR THE MINIMUM PERIOD REQUIRED). WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF THEIR DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS, DISTRIBUTORS, LICENSEES OR LICENSORS (COLLECTIVELY, "COMPANY PARTIES") WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.
  2. TO THE FULLEST EXTENT PERMITTED BY LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICE UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT AND THAT THE COMPANY PARTIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE. YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE COMPANY PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICE AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF THE SERVICE AND EXTERNAL SITES AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
  3. The Company is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the internet or at any site or combination thereof, including injury or damage to your or to any other person's computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the web and/or in connection with the Services, including any mobile software. Under no circumstances will the Company be responsible for any loss or damage, including any loss or damage to any content or personal injury or death, resulting from anyone's use of the Service, any content or third party applications, software or content posted on or through the Services or transmitted to users, or any interactions between users of the Service, whether online or offline.
  4. We make no warranty and disclaim all responsibility and liability for the completeness, accuracy, availability, timeliness, security or reliability of the Service or any content thereon or any content you receive as a result of your relationship with Funderbuilt. Funderbuilt will not be responsible or liable for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Service, or any Content. You also agree that Funderbuilt has no responsibility or liability for the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Service. We make no warranty that the Service will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from Funderbuilt or through the Service, will create any warranty not expressly made herein
  5. UNDER NO CIRCUMSTANCES WILL ANY COMPANY PERSON BE LIABLE TO YOU FOR MORE THAN THE AMOUNT YOU HAVE PAID THE COMPANY IN THE NINETY (90) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM.

Funderbuilt has no special relationship with or fiduciary duty to you. You acknowledge that Funderbuilt has no control over, and no duty to take any action regarding: which users gains access to the Site; what Content you access via the Site; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release Funderbuilt from all liability for you having acquired or not acquired Content through the Site. Funderbuilt makes no representations concerning any Content contained in or accessed through the Site, and Funderbuilt will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site or the Service.

Funderbuilt neither represents, warrants, covenants guarantees, nor promises any specific results from use of the Site.

THE SITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE OR ADVICE PROVIDED IN CONNECTION WITH THE SERVICE, IS PROVIDED "AS IS" WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE AND SITE-RELATED SERVICES.

Funderbuilt makes no representation or warranty, express or implied, with respect to any third party data provided to Funderbuilt or its transmission, timeliness, accuracy or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. Funderbuilt will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by Funderbuilt or "force majeure" or any other cause beyond the control of Funderbuilt.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK.

Electronic Communication Privacy Act Notice (18usc 2701-2711): Funderbuilt makes no guaranty of confidentiality or privacy of any communication or information transmitted on the site or any website linked to the site. Funderbuilt will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Funderbuilt's equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.

Limited liability - IN NO EVENT SHALL FUNDERBUILT, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE-HUNDRED U.S. DOLLARS ($100.00). SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

TERM AND TERMINATION

Unless terminated by the Company, this agreement will remain in full force and effect while you use any of the Services. Subject to certain provisions, you may terminate this agreement at any time by deleting all Content you have provided to Funderbuilt and ceasing to use the Service. The Company may terminate this agreement at any time, particularly if you violate any provision of this agreement. Funderbuilt may terminate your access to all or any part of the Site and Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. If you wish to terminate your account, you may do so by following the instructions on the Site. All provisions of this Agreement shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. Upon termination of this agreement for any reason, you shall destroy and remove from all computers, and other storage media all copies of the any intellectual property owned by the Company or any other user of the Services that you acquired by use of the Service. Your representations in this agreement and the provisions of Sections III and any other provision which by their nature are designed to survive termination shall survive any termination or expiration of this agreement.

Termination may result in the forfeiture and destruction of all information associated with your account. You may terminate your account by following the instructions on the Service, but we may retain your account information after you terminate in accordance with our regulatory, accounting, and legal compliance procedures. The provisions regarding use of website and Services at your own risk, Right to Refuse Service, DMCA, Indemnity, No Warranty, Waiver and Release, Limitation of Liability and General survive termination for any reason.

MISCELLANEOUS

You agree that:

  1. The Service shall be deemed solely based in Michigan (where we have our headquarters); without giving effect to the principles of conflicts of law thereof, except that the arbitration provision shall be governed by the Federal Arbitration Act. For the purpose of any judicial proceeding to enforce such award or incidental to such arbitration or to compel arbitration, or if for any reason a claim proceeds in court rather than in arbitration, the parties hereby submit to the non-exclusive jurisdiction of the Designated Courts, and agree that service of process in such arbitration or court proceedings shall be satisfactorily made upon it if sent by certified, express or registered mail addressed to it at the address set forth in the books and records of the Fund.
  2. The Service shall be deemed a passive one that does not give rise to personal jurisdiction over Funderbuilt, either specific or general, in jurisdictions other than Michigan. This Agreement shall be governed by the laws of the State of Michigan, without respect to its conflict of laws principles. Any claim or dispute between you and Funderbuilt that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in the City and County of Oakland, Michigan. Those who access or use the Service do so at their own volition and are entirely responsible for compliance with local law, including but not limited to export and import regulations. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the U.S.

COMMUNICATIONS

Electronic communications from Funderbuilt.com will be sent to Customers to inform them of a variety of events. You agree to allow Funderbuilt.com to send these communications to your email address. You also agree that Funderbuilt.com is not liable for any user-generated content that is sent to you as a part of these communications.

You agree that you are liable for any communications you send to potential Funders promoting your Project Microsite. These communications include, but are not limited to, “share” emails sent through the Funderbuilt.com, social media “shares” sent using the Funderbuilt.com website, and communications sent outside of the Funderbuilt.com system.

SEVERABILITY

In the event that a provision of this Customer Agreement is found to be unlawful, conflicting with another provision of the Customer Agreement , or otherwise unenforceable, the Customer Agreement will remain in force as though they had been entered into without that unenforceable provision being included in it.

If two or more provisions are deemed to conflict with each other’s operation, Funderbuilt.com shall have the sole right to elect which provision remains in force.

These Terms of Use and other referenced material are the entire agreement between you and the Company with respect to the Service, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and the Company with respect to the Service and govern the future relationship. If any provision of the Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

WAIVER/SEVERABILITY

The failure of the Company to require or enforce strict performance by you of any provision of this agreement or to exercise any right under this agreement shall not be construed as a waiver or relinquishment of the Company's right to assert or rely upon any such provision or right in that or any other instance. In fact, the Company may choose to enforce certain portions of this agreement more strictly or to interpret certain provisions more strictly against certain users than it does against users in general, and such disparate treatment shall not be grounds for failing to comply with all this agreement as so interpreted.

  1. The Company operates and controls the Service from its offices in the United States. The Company makes no representation that the Service is appropriate or available in other locations. The information provided on or through the Service is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Service from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
  2. Neither the course of conduct between the parties nor trade practice will act to modify this agreement to any party at any time without any notice to you. You may not assign this agreement without the Company's prior written consent. This agreement contains the entire understanding of you and the Company, and supersedes all prior understandings of the parties hereto relating to the subject matter hereof, and cannot be changed or modified by you except as posted on the Service by the Company. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
  3. The section headings used herein and the summary of terms at the beginning of this agreement are for convenience only and shall not be given any legal import. Upon the Company's request, you will furnish the Company any documentation, substantiation or releases necessary to verify your compliance with this agreement. You agree that this agreement will not be construed against the Company by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of this agreement and the lack of signing by the parties hereto to execute this agreement.

STATUTE OF LIMITATIONS

You and the Company both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service, this agreement or our Privacy Policy must be filed within ONE (1) YEAR after such claim or cause of action arose or be forever barred.

NO THIRD PARTY BENEFICIARIES

This agreement is between you and the Company. No user has any rights to force the Company to enforce any rights it may have against any you or any other user, except to the extent that Entrepreneurs may enforce their own intellectual property rights related to Content offered through the Service.

GOVERNMENT USE

If You are a part of an agency, department, or other entity of the United States Government ("Government"), the use, duplication, reproduction, release, modification, disclosure or transfer of the any of our products or Services is restricted in accordance with the Federal Acquisition Regulations as applied to civilian agencies and the Defense Federal Acquisition Regulation Supplement as applied to military agencies. The Service and any related software is a "commercial item," "commercial computer software" and "commercial computer software documentation". In accordance with such provisions, any use of the Service by the Government shall be governed solely by this agreement.

AMENDMENTS

Funderbuilt reserves the right, at its sole discretion, to modify or replace any of the terms of this Agreement, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time. Such modification shall become part of this Agreement and are automatically effective once posted on the Site or by sending you an email. This Agreement may not be orally amended. Funderbuilt may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. It is your responsibility to check the terms of this Agreement periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Use constitutes acceptance of those changes.

MODIFICATION

These Terms and Conditions may only be modified in writing by an authorized executive of Funderbuilt.com.

BUSINESS CONTINUITY PLAN

Funderbuilt has developed a Business Continuity Plan on how we will respond to events that significantly disrupt our business. Since the timing and impact of disasters and disruptions is unpredictable, we will have to be flexible in responding to actual events as they occur. With that in mind, we are providing you with this information on our business continuity plan.

Contacting Us- If after a significant business disruption you cannot contact us as you usually do, you should email us at emergency@funderbuilt.com. In case of a significant business disruption, the firm will place a notification on its website at www.funderbuilt.com on next steps.

Our Business Continuity Plan – Significant business disruptions can vary in their scope (location) and severity (minimal to severe). Regardless of the scope and severity, we plan to quickly recover and resume business operations after a significant business disruption and respond by safeguarding our employees and property, making a financial and operational assessment, protecting the firm’s books and records, and allowing our customers to transact business. In short, our business continuity plan is designed to permit our firm to resume operations as quickly as possible, given the scope and severity of the significant business disruption. We plan to continue in business, transfer operations offsite if necessary, and notify you through our contact information on how to contact us. As the firm does not hold customer funds or securities, if the significant business disruption is so severe that it prevents us from remaining in business, we will assure our customer’s prompt access to their funds at the escrow agent.

Our business continuity plan addresses: data backup and recovery; all mission critical systems; financial and operational assessments; alternative communications with customers, employees, and regulators; alternate physical location of employees; and regulatory reporting. Please contact us should you want a copy of this plan.