Terms of Use

TERMS OF USE

These Terms of Use (the "TOU") govern Your use of the Services (as defined below) that we provide to you (referred to herein as "You" or "Your") through www.crowdability.com (including any related sub-domains) and various communication tools, including email and third-party content delivery methods such as through crowdability-approved mobile applications accessed through any various medium or device now known or hereafter developed (collectively, “Site” or “Website").

Please please please read these TOU carefully.  By using any of our Services, You agree to comply with these TOU.  If You do not agree to the terms and conditions contained in the TOU, You agree not to use the Services, and We do not consent to provide You with access to the Services.  In addition, when using any of our Services, You and crowdability, Inc., its business units, subsidiaries and affiliates ("crowdability," "We," "Our," or "Us") shall be subject to any posted guidelines or rules applicable to such Services, which may be posted and modified from time to time.  All such guidelines or rules are hereby incorporated by reference into the TOU.

You also understand and agree that the Services may include certain communications from crowdability, such as service announcements and administrative messages that You may not be able to opt out of receiving.

CHANGES

We may periodically change the Terms without notice, and You are responsible for checking these Terms periodically for revisions.  All amended Terms become effective upon Our posting to the Site, and any use of the Site after such revisions have been posted signifies Your consent to the changes.

HOW YOU MAY USE OUR MATERIALS

We use a diverse range of information, text, photographs, designs, graphics, images and other materials on the crowdability site.  We provide the information and content (which we collectively call the "Materials") on the crowdability site FOR YOUR PERSONAL, NON-COMMERCIAL USE ONLY.

Accordingly, You may view, use, copy, and distribute the Materials found on the crowdability site for internal, noncommercial, informational purposes only.  You are prohibited from data mining, scraping, crawling, or using any process or processes that send automated queries to the crowdability site.  You may not use the crowdablitiy site to compile a collection of listings, including a competing listing product or service. You may not use the Site or any Materials for any unsolicited commercial e-mail.   Except as authorized in this paragraph, You are not being granted a license under any copyright, trademark, patent or other intellectual property right in the Materials or the products, services, processes or technology described therein.  All such rights are retained by crowdability, its subsidiaries, parent companies, and/or any third party owner of such rights.

HOW YOU MAY USE OUR MARKS

The crowdability company name and logos and all related products and service names, design marks and slogans are trademarks and service marks owned by and used under license from crowdability, Inc., or its wholly-owned subsidiaries.  All other trademarks and service marks herein are the property of their respective owners.  All copies that you make of the Materials or this site must bear any copyright, trademark or other proprietary notice located on the site that pertains to the material being copied.  You are not authorized to use any crowdability name or mark in any advertising, publicity or in any other commercial manner without the prior written consent of crowdability.  Requests for authorization should be made to terms@crowdability.com.

NO ENDORSEMENTS MADE BY CROWDABILITY

The companies mentioned on the crowdability site may be interested in private investments.  Investor members on the third party crowdfunding sites from which We aggregate opportunities can view more details about these investment opportunities.  Pending further SEC guidelines, only accredited investors can signup to see these details on the third party sites at this time.

We do not investigate, represent or endorse the accuracy, legality, legitimacy, validity, or quality of any products, services, companies, investment opportunities, or Materials (collectively, the “opportunity” or "opportunities”), including those contained on, distributed through, or linked, downloaded or accessed from the crowdability site.

References that We make to any names, marks, products, services, companies, deals, or opportunities of third parties or hypertext links to third party sites or information do not constitute or imply our endorsement, sponsorship or recommendation of the third party, of the quality of any product or service, opportunity, information or other materials displayed, invested in, or obtained by You as a result of any material or any other information in or in connection with the crowdability site.

CONTENT DISCLAIMER

Crowdability communicates information provided and created by various third party crowdfunding sites, companies, software developers, publishers, employees, users, and other third parties.  We have no control over the accuracy of such information on Our pages, and Material on the crowdability site may include technical inaccuracies or typographical errors.

We make no guarantees, nor can We be responsible for any such information, including its currency, content, quality, copyright compliance or legality, or any resulting loss or damage.

All of the data on opportunities including but not limited to, the deal terms and the availability of access to any deal thereof, is subject to change without notice by the party providing the opportunities. You should use discretion while browsing the Internet.

Crowdability reserves the right, in its sole discretion and without any obligation, to make improvements to, or correct any error or omissions in, any portion of the Site.  Where appropriate, we will endeavor to update information listed on the Site on a timely basis, but shall not be liable for any inaccuracies.

Links to external Internet sites are provided within the content on the Site as a convenience to users.  The listing of an external site does not imply endorsement of the site by crowdability or its affiliates.  Crowdability does not make any representations regarding the availability and performance of its Web site or any of the Web sites to which we provide links.  When you click on external links from the Site, your browser automatically may direct you to a new browser window that is not hosted or controlled by Crowdability.  Crowdability and its affiliates are not responsible for the content, functionality, or technological safety of these external sites.

We reserve the right to disable links to or from third-party sites to our Site, although we are under no obligation to do so.  This right to disable links includes links to or from content partners that may use our Marks as part of a co-branding relationship.

Some external links may produce information that some people find objectionable, inappropriate, or offensive.  We are not responsible for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any externally linked Web sites.

We do not fully screen or investigate third party crowdfunding sites before or after including them in directory listings that become part of the Materials on our Site, and we make no representation and assume no responsibility concerning the content that third parties submit to become listed in any of these directories.

IMPORTANT DISCLOSURE AND DISCLAIMER REGARDING THE MATERIALS WE PROVIDE

Crowdability is a publisher.  Nothing on this Site should be construed as an offer to sell, a solicitation of an offer to buy, or a recommendation for any security by any third party.  You understand that no content published as part of the Services constitutes a recommendation that any particular investment, security, portfolio of securities, transaction or investment strategy is suitable for any specific person.  You further understand that none of the creators or providers of our Services or their affiliates will advise You personally concerning the nature, potential, value or suitability of any particular investment, security, portfolio of securities, transaction, investment strategy or other matter.  Accordingly, do not attempt to contact us seeking personalized investment advice, which we cannot provide.

Neither we nor any third party crowdfunding site is making a recommendation regarding any particular company or opportunity.  To the extent any Material published as part of the Services may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.  You are solely responsible for determining whether any investment, investment strategy, security or related transaction is appropriate for you based on your personal on your personal investment objectives, financial circumstances and risk tolerance.  Investors and users should should consult with licensed legal professionals and investment advisors for any legal, tax, insurance or investment advice.

Crowdability is not a “broker,” “dealer” or “funding portal” (as defined in Section 3(A) of the Securities Exchange Act of 1934, as amended.)  Crowdability does not produce in-house research, provide investment advisory services, or conduct a general retail business.  Crowdability does not endorse any third party crowdfunding site, or third party content or opportunities, including, without limitation, any startup seeking to raise capital through the third party crowdfunding site or using its services.  Crowdability merely serves as an aggregator and publisher for opportunities published on third party crowdfunding sites.  Crowdability is not involved in the actual transaction between any investor and the startups found on a third party crowdfunding site, and Crowability is not responsible for any investment or other decisions made by any individual or entity in connection with any opportunity posted on such third party crowdfunding sites.

DISCLAIMER OF WARRANTIES

The Services, and any content obtained or accessed through the Services, including without limitation third party content, is provided "as is" without representations or warranties of any kind, either express or implied.  To the fullest extent permissible pursuant to applicable law, crowdability, its officers, directors, employees, subsidiaries, affiliates, suppliers, advertisers, and agents disclaim all warranties, express, implied or statutory, including, but not limited to, implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose or use, and all warranties relating to the adequacy, accuracy, timeliness or completeness of any information available through the Services.

Crowdability and its affiliates, suppliers, agents and sponsors do not warrant and accept no liability that Your use of the Services and any content contained therein, including without limitation, third party content, will be uninterrupted, error-free, or secure, that defects will be corrected, or that the Services or the server(s) on which the Services are hosted are free of viruses, worms, malicious code, Trojan horses, malware, or other harmful components. Crowdability and its affiliates, suppliers, agents and sponsors accept no liability for any software downloaded from the Services.  You acknowledge that You are responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed to access and use the Services, and all charges related thereto.  You assume total responsibility and risk for Your use of the Services and Your reliance thereon.  No opinion, advice, or statement of crowdability or its affiliates, suppliers, agents, members, or visitors, whether made on the site or otherwise, shall create any warranty. Your use of the Site, the content contained therein, and Materials provided through the site, are entirely at Your own risk.  Crowdability and its affiliates, agents and sponsors will not be liable for any informational errors, incompleteness, delays or any actions taken in reliance on information contained in the Services.

THIRD PARTY SITES

All information regarding opportunities on third party crowdfunding sites is only intended for and accessible to accredited investors.  Accredited investors need to sign in on these third party sites using their own, unique username and password.  Without signing in, users and other visitors will only be able to see limited information regarding the third party crowdfunding platform and investment opportunities that are already closed.  The username and password intend specifically to prevent the general public from receiving information about active capital raises.

Your correspondence or business dealing with or participation in the opportunities found on or through the Site, including an investment in such an opportunity, and any other terms, conditions, and warranties or representations associated with such dealings, are solely between you and such third party crowdfunding site.  You assume all risks arising out of or resulting from your transaction of business over the Internet, and you agree that we are not responsible or liable for any loss or result of the presence of information about or links to such third party sites.  You acknowledge and agree that we are not responsible or liable for the availability, accuracy, copyright compliance, legality, decency or any other aspect of the content, materials and opportunities on or available from such sites or resources.  You acknowledge and agree that your use of these linked sites is subject to different terms of use than these Terms, and may be subject to different privacy practices than those set forth in the Privacy Policy governing the Site.  We do not assume any responsibility for review or enforcement of any licensing requirements that may be applicable to businesses listed on the Site.

All information about the opportunities is provided to us by the third party crowdfunding site owner, or unilaterally added by crowdability using publicly available information, such as information directly from their website and/or third party websites.  Being listed or mentioned on crowdability is not an endorsement by us, and We make no representation as to any third party crowdfunding site’s legality and trustworthiness. We may use the word "crowdfunding" not from a legal perspective, but in its broad and commonsense meaning of raising funds from a group of people.

A possibility exists that content available through the Services could include inaccuracies or errors, or materials that violate the TOU.  Additionally, a possibility exists that unauthorized alterations could be made to the content available through the Services by third parties.  Although we attempt to ensure the integrity of our websites and Services, we make no guarantees as to the completeness or correctness of any content available through the Services.  In the event that such a situation arises, please contact us at notices@crowdability.com with, if possible, a description of the material to be checked and the location (URL) where such material can be found on our websites, if applicable, as well as information sufficient to enable us to contact You. We will try to address Your concerns as soon as reasonably practicable. For copyright infringement claims, see the section on "Copyright Infringement" below.

INDEMNIFICATION

You agree to indemnify and hold Us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your breach of these Terms, Your violation of any law, or Your violation of the rights of a third party, including the infringement by You of any intellectual property or other right of any person or entity. These obligations will survive any termination of the Terms.

Under no circumstances shall crowdability be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, or non-performance of third parties.

LIMITATION OF LIABILITY

CROWDABILITY DISCLAIMS ANY AND ALL WARRANTIES TO THE FULLEST EXTENT OF THE LAW, INCLUDING ANY WARRANTIES FOR ANY INFORMATION, MATERIALS, OR OPPORTUNITIES OBTAINED THROUGH, POSTED OR RECEIVED THROUGH ANY LINKS PROVIDED BY OR THROUGH THE SITE.

SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

IN NO EVENT SHALL CROWDABILITY BE LIABLE TO ANY USER ON ACCOUNT OF SUCH USER'S USE OR RELIANCE ON THE SITE FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, SPECIAL, PUNITIVE, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, WHETHER BROUGHT IN WARRANTY, CONTRACT, INTELLECTUAL PROPERTY INFRINGEMENT, TORT (INCLUDING NEGLIGENCE) OR OTHER THEORY, EVEN IF CROWDABILITY IS AWARE OF OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, ARISING OUT OF OR CONNECTED WITH THE USE (OR INABILITY TO USE) OR PERFORMANCE OF THE SITE, THE MATERIALS OR THE INTERNET GENERALLY, OR THE USE (OR INABILITY TO USE), RELIANCE UPON OR PERFORMANCE OF ANY MATERIAL CONTAINED IN OR ACCESSED FROM ANY SITE.  CROWDABILITY DOES NOT ASSUME ANY LEGAL LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION, MATERIALS OR OPPORTUNITIES DISCLOSED ON THE SITE OR OTHER MATERIAL ACCESSIBLE FROM THE SITE

THE USER OF THIS SITE ASSUMES ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS SITE AND THE INTERNET GENERALLY.

THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO ALL USERS; IN SUCH STATES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING IT.  THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO COMPANY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION — WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), OR OTHERWISE — SHALL BE THE TOTAL AMOUNT PAID TO US BY YOU, IF ANY, FOR ACCESS TO THE SERVICES IN THE CURRENT CALENDAR YEAR OF YOUR SUBSCRIPTION.

COPYRIGHT INFRINGEMENT

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. The procedure under the DMCA for takedown notice is given below. See http://loc.gov/copyright/ for the most current statutory requirements.

If You believe in good faith that materials displayed on crowdability infringes Your copyright, You (or Your agent) may contact: Copyright Agent, Legal Department, Crowdability, Inc., 1125 N. Charles Street, Baltimore, Maryland 21201; email: notices@crowdability.com, with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or trademark interest; (b) a description of the copyrighted work(s) or trademark(s) that You claim has been infringed; (c) a description of where the material that You claim is infringing is located on the website; (d) Your address, telephone number, and email address; (e) a written statement by You that You have a good faith belief that the disputed use is not authorized by the copyright or trademark owner, its agent, or the law; and (f) a statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright or trademark owner or authorized to act on the copyright or trademark owner's behalf. Please note that You will be liable for damages (including costs and attorneys' fees) if You materially misrepresent that any material on our sites is infringing Your copyrights.

LEGAL NOTICES

California residents may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 400 R Street, Suite 1080, Sacramento, CA 95814, or by telephone at (916) 445-1254 or (800) 952-5210.