Acceptance of Terms
Additionally, SPURstartup reserves the right to change, suspend, or discontinue the Service (including, but not limited to, the availability of any feature, database, or Content) at any time for any reason. SPURstartup may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability.
Summary of Service: Fundraising and Commerce
SPURstartup is a platform where certain users (“Campaign Owners”) run campaigns to fund startups by offering rewards to raise money from other users (“Backers”). By creating a fundraising campaign on SPURstartup, you as the Campaign Owner are offering the public the opportunity to enter into a contract with you. By backing a fundraising campaign on SPURstartup, you as the Backer accept that offer and the contract between Backer and Campaign Owner is formed. SPURstartup is not a party to that agreement between the Backer and Campaign Owner. All dealings are solely between Users.
- Backers agree to provide their payment information at the time they pledge to a campaign. If the campaign is using an all-or-nothing funding structure, the payment will be collected at or after the campaign deadline and only if the amount of money pledged as of the deadline is at least equal to the fundraising goal. If the campaign is using a keep-it-all funding structure, the payment will be collected at or after the campaign deadline and even if the amount of money pledged as of the deadline is at less than the fundraising goal . The amount Backers pledge is the amount they will be charged.
- Backers consent to SPURstartup and its payments partners authorizing or reserving a charge on their payment card or other payment method for any amount up to the full pledge at any time between the pledge and collection of the funds.
- Backers agree to have sufficient funds or credit available at the campaign deadline to ensure that the pledge will be collectible.
- Backers may increase, decrease, or cancel their pledge at any time during the fundraising campaign, except that they may not cancel or reduce their pledge if the campaign is in its final 24 hours and the cancellation or reduction would drop the campaign below its goal.
- 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 Campaign Owner hopes to fulfill by.
- Campaign Owners agree to make a good faith attempt to fulfill each reward by its Estimated Delivery Date.
- For all campaigns, SPURstartup gives to the Campaign Owner each Backer’s User ID and pledge amount. For successful campaigns, SPURstartup additionally gives to the Campaign Owner each Backer’s name and email.
- For some rewards, the Campaign Owner needs further information from Backers, such as a mailing address or t-shirt size, to enable the Campaign Owner to deliver the rewards. The Campaign Owner shall request the information directly from Backers at some point after the fundraising campaign is successful. To receive the reward, Backers agree to provide the requested information to the Campaign Owner within a reasonable amount of time.
- SPURstartup does not offer refunds. A Campaign Owner is not required to grant a Backer’s request for a refund unless the Campaign Owner is unable or unwilling to fulfill the reward.
- Campaign Owners are required to fulfill all rewards of their successful fundraising campaigns or refund any Backer whose reward they do not or cannot fulfill.
- Campaign Owners may cancel or refund a Backer’s pledge at any time and for any reason, and if they do so, are not required to fulfill the reward.
- Because of occasional failures of payments from Backers, SPURstartup cannot guarantee the receipt by Campaign Owners of the amount pledged minus fees.
- SPURstartup and its payments partners will remove their fees before transmitting proceeds of a campaign. Fees may vary depending on region and other factors.
- SPURstartup reserves the right to cancel a pledge at any time and for any reason.
- SPURstartup reserves the right to reject, cancel, interrupt, remove, or suspend a campaign at any time and for any reason. SPURstartup is not liable for any damages as a result of any of those actions. SPURstartup’s policy is not to comment on the reasons for any of those actions.
- Campaign Owners should not take any action in reliance on having their campaign posted on the Site or having any of the money pledged 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.
SPURstartup is not liable for any damages or loss incurred related to rewards or any other use of the Service. SPURstartup 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. SPURstartup does not oversee the performance or punctuality of campaigns. SPURstartup does not endorse any User Submissions. You release SPURstartup, 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.
Registration and Eligibility to Use the Services
You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your password for the Site. You shall never use another User account without the other User’s express permission. If you discover any unauthorized use of your account, or other known account-related security breach, you must report it to support@SPURstartup.com immediately.
To register for an account, you must be at least 18 years old (or the age of majority, as determined by the laws in the state in which you reside, whichever is older). SPURstartup reserves the right to ask for proof of age from you and your account may be suspended until satisfactory proof of age is provided.
SPURstartup 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 those jurisdictions.
Rules and Conduct
- 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;
- you know is false, misleading, or inaccurate;
- is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another’s privacy;
- constitutes unsolicited or unauthorized advertising or promotional material or any junk mail, spam, or chain letters;
- 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 SPURstartup or any third party;
- breaches any contract or legal duty you have toward any third party, such as a contractual duty or a duty of confidence; or
- (i-vii) impersonates any person or entity, including any employee or representative of SPURstartup. Additionally, you shall not: (i) take any action that imposes or may impose (as determined by SPURstartup in its sole discretion) an unreasonable or disproportionately large load on SPURstartup’s or its third-party providers’ infrastructure; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures SPURstartup may use to prevent or restrict access to the Service (or other accounts, computer systems, or networks connected to the Service); (iv) run Maillist, Listserv, or any form of auto-responder or “spam” on the Service; or (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site.
You shall not directly or indirectly: (i) 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; (ii) modify, translate, or otherwise create derivative works of any part of the Service; or (iii) 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.
Campaign Owners agree to not abuse other users’ personal information. Abuse is defined as using personal information for any purpose other than those explicitly specified in the Campaign Owner’s Campaign, or is not related to fulfilling delivery of a product or service explicitly specified in the Campaign Owner’s Campaign.
We reserve the right (but will not have an obligation) to suspend or terminate users or Campaigns. If we have reason to suspect, or learn that anyone is violating these Terms, we may investigate and/or take legal action as necessary. We reserve the right to investigate and take appropriate legal action, including without limitation, cooperating with and assisting law enforcement or government agencies in any resulting investigations of illegal conduct.
Campaign Owners are not permitted to create a Campaign to facilitate transactions that are illegal, to raise funds for illegal activities, to cause harm to people or property, or to scam others. If the Campaign is claiming to do the impossible or it’s just plain phony, don’t post it. Users must comply with all applicable laws and regulations in connection with their Campaigns, including offering Rewards and using funds. Campaign Owners shall not make any false or misleading statements in connection with their Campaigns.
Campaign Owners are not permitted to offer or provide any of the following as a Reward:
- any form of “security” (as such term is defined in the Securities Act of 1933);
- any form of financial incentive or participation in any profit sharing;
- any alcoholic consumer products (vouchers or memberships offering physical delivery of alcoholic consumer products are permitted);
- any controlled substance or drug paraphernalia;
- any weapons, ammunition and related accessories;
- any form of lottery or gambling;
- any form of air transportation; or
- any items promoting hate, discrimination, personal injury, death, damage, or destruction to property; or any items (a) prohibited by applicable law to possess or distribute, (b) that would violate applicable law if distributed, or (c) that would result in infringement or violation of another person’s rights if distributed.
Fees and Payments
Joining SPURstartup is free. However, we do charge fees for certain services. When you use a service that has a fee you will have an opportunity to review and accept the fees that you will be charged. If our fees ever change, the changes to fees are effective after we provide you with notice by posting the changes on the Site or by email. You are responsible for paying all fees and taxes associated with your use of the Service.
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 SPURstartup’s control, and you acknowledge that SPURstartup 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 control of, endorsement by, or affiliation with SPURstartup. You further acknowledge and agree that SPURstartup 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.
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, campaigns, other material and information, and associated trademarks and copyrightable works (collectively, “Content”). Campaign Owners, Backers, 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.
Our content is protected in many ways, including copyrights, trademarks, service marks, trade secrets, and other rights and laws. You agree to respect all legal notices, information, and restrictions contained in any content accessed through the Site. You also agree not to change, translate, or otherwise create derivative works based off our content.
You have a limited, revocable, non-exclusive, non-transferrable license to use the website and our content solely for legally permitted activities related to our Service as outlined in these Terms.
You are also granted a limited license to reproduce content from the Service for personal use. This license is limited to SPURstartup’s own content and user-generated content. This license is non-exclusive, non-sublicensable, and non-transferable on a worldwide basis. If you want to use any of our content in any way that is for a commercial purpose, you need prior written permission from SPURstartup or the relevant copyright holder. We define a “commercial purpose” as your use of our content in any way for your financial gain.
By Submitting User Submissions on the Site or otherwise through the Service, you agree to the following terms:
- SPURstartup will not have any ownership rights over your User Submissions. However, by posting content to the Site you grant SPURstartup a license over your content to perform our Service. You grant to SPURstartup, and others acting on the behalf of SPURstartup, the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable right to (i) 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) SPURstartup’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); (ii) take whatever other action is required to perform and market the Service; (iii) 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; and (iv) 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 SPURstartup does not affect your other ownership or license rights in your User Submissions, including the right to grant additional licenses to your User Submissions.
- You are publishing your User Submission, and you may be identified publicly by your name or User ID in association with your User Submission.
- 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.
- 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 SPURstartup all of the license rights granted herein.
- The use or other exploitation of User Submissions by SPURstartup and Users as contemplated by these Terms 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.
- You are responsible for the content you submit. SPURstartup is not responsible for mistakes in your Content. And SPURstartup will not be liable for any errors or omissions in any Content.
- SPURstartup shall have the right to delete, edit, modify, reformat, excerpt, or translate any of your User Submissions.
- All information publicly posted or privately transmitted through the Site is the sole responsibility of the person from which that content originated.
- SPURstartup cannot guarantee the identity of any other Users with whom you may interact while using the Service.
- 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.
- In accordance with the Digital Millennium Copyright Act, SPURstartup has adopted a policy of, in appropriate circumstances, terminating User accounts that are repeat infringers of the intellectual property rights of others. SPURstartup also may terminate User accounts even based on a single infringement.
- If you provide any comments, suggestions, or other feedback regarding our website you grant SPURstartup a license to use such comments, suggestions and feedback on a non-exclusive, worldwide, fully paid, perpetual, irrevocable basis. This license includes the right to disclose, modify, reproduce, license, distribute, commercialize and otherwise freely use such comments suggestion and feedback without any restriction.
SPURstartup complies with the Digital Millennium Copyright Act. SPURstartup will remove infringing materials in accordance with the DMCA if properly notified that Content infringes copyright. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify SPURstartup’s Copyright Agent by emailing us at support@SPURstartup.com. Your email must contain the following information (please confirm these requirements with your legal counsel, or see the U.S. Copyright Act, 17 U.S.C. §512(c)(3), for more information):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- a description of the copyrighted work that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Site, sufficient for SPURstartup to locate the material; your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
If you believe that your work has been removed or disabled by mistake or misidentification, please notify SPURstartup’s Copyright Agent in writing by emailing us at support@SPURstartup.com. Your counter-notice must contain the following information (please confirm these requirements with your legal counsel or see the U.S. Copyright Act, 17 U.S.C. §512(g)(3), for more information):
- a physical or electronic signature of the user of the Services;
- 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;
- a statement made under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
- the subscriber’s name, address, telephone number, and a statement that the subscriber consents to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if the subscriber’s address is outside of the United States, for any judicial district in which the service provider may be found, and that the user will accept service of process from the person who provided notification under subscriber (c)(1)(C) or an agent of such person.
If you fail to comply with these notice requirements, your notification or counter-notification may not be valid.
Under the Copyright Act, any person who knowingly materially misrepresents that material is infringing or was removed or disabled by mistake or misidentification may be subject to liability.
Our designated copyright agent for notice of alleged copyright infringement can be reached at:
Attn: Copyright Agent
3131 Turtle Creek Blvd., Suite 800
Dallas, TX 75219
SPURstartup respects the trademark rights of others and will remove infringing materials in accordance with the SPURstartup policies. Before reporting a claim of trademark infringement to SPURstartup, owners should make every attempt to resolve a trademark dispute with the person who posted the content by messaging them directly. If contact with the owner is unsuccessful and you wish to submit a claim of trademark infringement, please notify SPURstartup by emailing us at info@SPURstartup.com. Your email must contain the following information:
- Company name (trademark holder)
- Description of trademarked word or symbol
- Registration number and office of registration (e.g., USPTO, state registration)
- URL of infringing project
- Specific details of infringement
- Your full legal name
- Your email address
- Your title
- Company street address
- A statement that you understand that we may provide third parties, including the affected user, with a copy of this complaint
- A statement under penalty of perjury that you have a good-faith belief that the challenged material violates your rights
- A statement under penalty of perjury that the information in this complaint is true and correct and that you are the trademark owner or are authorized to act on the trademark owner’s behalf
SPURstartup may, in its sole discretion, terminate User accounts that infringe the intellectual property rights of others.
You have the ability to terminate your account at any time for any reason. Correspondingly, SPURstartup can terminate or delete your account or otherwise suspend your access to the Site at any time and for any reason. SPURstartup also has the right to remove or modify your content, at any time subject only to SPURstartup’s reasonable discretion. SPURstartup’s decision to terminate your Account and your access to our website can be done with or without cause and without notice. Campaign Owners are required to grant a Backer’s request for a refund if the Campaign Owner doesn’t fulfill the reward as a result of account termination.
SPURstartup’s Rights & Powers
SPURstartup has the power to make changes to our website and Service at any time without notice or liability. We also have the right to decide who can and cannot use SPURstartup‘s Service. It is solely our right to decide whether we cancel accounts or decline to offer our Service. Similarly, we reserve the right to change our eligibility criteria at any time. We have the right to cancel any loan pledge to any loan campaign, at any time and for any reason. We have the right to reject, cancel, interrupt, remove, or suspend any loan campaign at any time and for any reason. And we are not liable for any damages as a result of any of these actions. SPURstartup is not required to provide reasons for any of the above actions in this section.
SPURstartup has no special relationship with or fiduciary duty to you. SPURstartup makes no guarantee that any campaign will be successful through use of the Service. Further, you acknowledge that SPURstartup has no duty to take any action regarding any of the following: which Users gain access to the Site; what Content Users access through the Site; what effects the Content may have on Users; how Users may interpret or use the Content; or what actions Users may take as a result of having been exposed to the Content. SPURstartup cannot guarantee the authenticity of any data or information that Users provide about themselves or their campaigns and campaigns. You release SPURstartup from all liability for your having acquired or not acquired Content through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. SPURstartup makes no representations concerning any Content on the Site, and SPURstartup is not liable for the accuracy, copyright compliance, legality, or decency of material contained on the Service.
SPURstartup has no obligation to monitor the Service or Content. SPURstartup reserves the right to, at any time, for any reason, and without notice: (i) cancel, reject, interrupt, remove, or suspend a campaign or campaign; (ii) remove, edit, or modify any Content, including, but not limited to, any User Submission; and (iii) remove or block any User or User Submission. SPURstartup reserves the right not to comment on the reasons for any of these actions. SPURstartup does not guarantee that any Content will be made available through the Service.
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. SPURSTARTUP, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS, AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK. SOME STATES OR COUNTRIES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Electronic Communications Privacy Act Notice (18 USC §2701-2711): SPURSTARTUP MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEBSITE LINKED TO THE SITE. SPURstartup 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 the SPURstartup’s equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.
Limitation of Liability
EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN NO EVENT SHALL SPURSTARTUP, 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 OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Accessing the Service is prohibited from territories where the Content is illegal. If you access the Service from other locations, you do so at your own initiative and are responsible for compliance with local laws.
Electronic Delivery, Notice Policy, and Your Consent
By using the Services, you consent to receive from SPURstartup all communications including notices, agreements, legally required disclosures, or other information in connection with the Services (collectively, “Contract Notices”) electronically. SPURstartup may provide the electronic Contract Notices by posting them on the Site. If you desire to withdraw your consent to receive Contract Notices electronically, you must discontinue your use of the Services.
These Terms of Service (and any further rules, policies, or guidelines incorporated by reference) shall be governed by and construed in accordance with the laws of the State of Texas and the United States, without giving effect to any principles of conflicts of law, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods. You agree that SPURstartup and its Services are deemed a passive website that does not give rise to personal jurisdiction over SPURstartup or its parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders, either specific or general, in any jurisdiction other than the State of Texas. You agree that any action at law or in equity arising out of or relating to these terms, or your use or non-use of the Services, shall be filed only in the state or federal courts located in Dallas County in the State of Texas and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. You hereby irrevocably waive any right you may have to trial by jury in any dispute, action, or proceeding.
Integration and Severability
3131 Turtle Creek Blvd., Suite 800
Dallas, TX 75219
Attention: Legal Department
January 25, 2016