CrowdCollab Terms of Service

1.1 What CrowdCollab Is

CrowdCollab is a technology platform operated by CrowdCollab LLC ("CrowdCollab," "we," "us," or "our") that facilitates connections between fans and content creators. CrowdCollab enables users to suggest creative collaborations between creators, pledge funds to back those suggestions, and, if creators accept and complete the collaboration, see those collaborations come to life.

1.2 What CrowdCollab Is Not

CrowdCollab is a software platform, not a party to the financial transaction between fan and creator. CrowdCollab does not hold, manage, or custody user funds. All payments are processed by Stripe, a licensed third-party payment processor. CrowdCollab is not a financial institution, money transmitter, escrow service, investment platform, securities exchange, or store.

Pledges on CrowdCollab are not purchases, investments, or donations. When you back a collaboration suggestion, you are signaling demand for creative content. You are not buying a product, acquiring a financial interest, or making an investment with an expectation of financial return. Your payment method is not charged unless and until the collaboration is accepted by the creators and completed.

1.3 Agreement to Terms

By creating an account, accessing, or using CrowdCollab (the "Platform" or "Service"), you ("you" or "User") agree to be bound by these Terms of Service ("Terms"), our Privacy Policy (crowdcollab.app/privacy), and any additional policies referenced herein. If you do not agree, do not access or use the Platform.

These Terms apply to all users of the Platform, including fans (who suggest and fund collaborations), creators (who accept and complete collaborations), and suggesters (who propose collaboration ideas).

2.1 Age Requirement

You must be at least 18 years old (or the age of legal majority in your jurisdiction, whichever is greater) to create an account or use the Platform.

2.2 Account Registration

You must provide accurate, complete, and current information when creating your account. You are responsible for maintaining the accuracy of this information. Providing false or misleading information is grounds for immediate account termination.

2.3 Account Security

You are solely responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at hello@crowdcollab.app if you become aware of any unauthorized use of your account.

2.4 One Account Per Person

Each individual may maintain only one CrowdCollab account. Operating multiple accounts is prohibited and may result in termination of all associated accounts.

3.1 Collaboration Suggestions

Any registered user ("Suggester") may propose a collaboration between two or more content creators. A suggestion describes the creative collaboration the Suggester would like to see. Fans may then pledge funds to back that suggestion.

3.2 Backing a Collaboration

Registered users ("Fans" or "Backers") may pledge funds to back a collaboration suggestion. Backing a collaboration is a pledge, not a purchase or payment. When you back a collaboration, your payment method is saved but not charged. Your payment method will only be charged if and when the collaboration is both accepted by the creators and completed. There is no guarantee that creators will accept the collaboration or that any specific content will be produced.

You may withdraw your pledge at any time before your payment method is charged (i.e., before the collaboration is completed).

3.3 Creator Acceptance and Completion

Creators are under no obligation to accept any collaboration suggestion, regardless of how much funding it has received. A collaboration may proceed in one of two ways:

(a) Direct acceptance: Creators accept the collaboration at the pool's current pledge amount. The ninety (90) day completion window begins at the time of acceptance.

(b) Creator-set price: Creators indicate a price at which they would complete the collaboration. The pool remains open for fan pledges until that price is reached. The ninety (90) day completion window begins when the pool reaches the creator-set price.

If both creators accept and complete the collaboration, pledges are charged and funds are distributed as described in Section 5. If creators decline, or if the collaboration is not completed within the applicable completion window, pledges are released and no charges are processed.

3.4 No Guaranteed Outcomes

You acknowledge and agree that CrowdCollab cannot guarantee that any collaboration will be accepted by creators or completed. CrowdCollab's role is to facilitate connections and surface demand. The decision to participate rests entirely with the creators. Your pledge represents your support for the idea that a collaboration should exist, not a contract for its delivery.

4.1 Payment Processor

All payments on CrowdCollab are processed by Stripe, Inc. ("Stripe"), a licensed third-party payment processor. By using CrowdCollab, you agree to Stripe's Terms of Service (stripe.com/legal) and Privacy Policy (stripe.com/privacy) as applicable to your use of Stripe's services through our Platform.

4.2 When Charges Are Processed

Your payment method is not charged when you pledge. Charges are processed only after a collaboration has been both accepted by the participating creators and completed. CrowdCollab does not hold, manage, transmit, or custody user funds at any time. When charges are processed, all funds flow through Stripe Connect: fan payments are processed by Stripe, platform fees are collected by Stripe as application fees, and creator payouts are disbursed by Stripe to creators' Stripe Connected Accounts.

4.3 Platform Fees

CrowdCollab charges a platform fee on each successfully completed collaboration. The exact fee structure is disclosed at the time of pledging and on our Pricing/FAQ page. Here is where your money goes when a collaboration is completed and your pledge is charged:

• Payment processing fees: Charged by Stripe (currently 2.9% + $0.30 per transaction)
• Platform fee: Charged by CrowdCollab (disclosed at checkout)
• Creator payout: The remainder, disbursed to creators' Stripe Connected Accounts

No hidden fees. No additional charges.

4.4 Currency

All transactions on CrowdCollab are processed in U.S. dollars unless otherwise specified.

5.1 Completed Collaborations

When a collaboration is completed and backer pledges are charged, funds are distributed as follows:

• Stripe deducts payment processing fees
• CrowdCollab's platform fee is collected via Stripe's application fee mechanism
• The remaining balance is disbursed to the creators' Stripe Connected Accounts

5.2 Suggester Compensation

The Suggester who proposed the collaboration may receive a finder's fee as compensation for the service of surfacing audience demand and organizing fan interest. This finder's fee is paid by the creator from the creator's share. It is not a disbursement from the fan pool. CrowdCollab facilitates this creator-to-suggester payment through Stripe's platform transfer functionality.

The Suggester's finder's fee constitutes compensation for services rendered (identifying and aggregating demand for a collaboration) and is not a passive return, investment yield, share of profits, or equity distribution of any kind.

5.3 Settlement of Obligations

Fan payment to CrowdCollab (via Stripe) upon completion of a collaboration constitutes full settlement of the fan's obligation to the creator with respect to that collaboration. CrowdCollab acts as agent of the payee (the creator) for the limited purpose of collecting and distributing funds related to collaborations on the Platform.

6.1 Incomplete Collaborations

If a collaboration is not completed within ninety (90) days of the start of the completion window (as defined in Section 3.3), all pledges are released and no charges are processed against backers' payment methods. No action is required by the backer. For direct acceptances, the completion window begins at creator acceptance. For creator-set price collaborations, the completion window begins when the pool reaches the creator-set price.

6.2 Creator Declines

If one or both creators decline a collaboration suggestion, all pledges are released. No charges are processed.

6.3 Completed Collaborations Are Non-Refundable

Once a collaboration is completed and your pledge has been charged, the payment is non-refundable. Dissatisfaction with the content or creative output of a completed collaboration is not grounds for a refund. By backing a collaboration, you acknowledge that you are supporting the idea that a collaboration should happen. You are not purchasing a specific product or guaranteed creative outcome.

6.4 Pledge Withdrawal

You may withdraw your pledge at any time before the collaboration is completed and charges are processed. Withdrawn pledges reduce the total pool amount visible to creators and other backers.

6.5 Unfunded Suggestions

If a collaboration pool does not reach a creator-set price within the designated funding window, or if no creators accept the suggestion within the designated time period, all pledges are released. No charges are processed.

6.6 Refund of Processed Charges

In the rare event that a charge has been processed but a refund is warranted (for example, due to a platform error or a disputed completion), refunds are issued to the original payment method. CrowdCollab does not issue refunds as platform credits, store credits, or any form of credit balance. Refunds are processed by Stripe and may take 5-10 business days to appear on your statement depending on your financial institution.

7.1 Creator Master Services Agreement

All creators must agree to the CrowdCollab Creator Master Services Agreement ("Creator MSA") before receiving any funds through the Platform. The Creator MSA is incorporated into these Terms by reference.

7.2 Agent Appointment

By agreeing to the Creator MSA, each creator explicitly appoints CrowdCollab as their agent for the limited purpose of collecting and distributing funds related to collaborations on the Platform. This appointment is the basis for CrowdCollab's facilitation of payments and is a material term of the creator's use of the Platform.

7.3 Creator Representations

Each creator represents and warrants that:

(a) All content they create, upload, or distribute in connection with a collaboration does not infringe any third-party intellectual property rights, including copyrights, trademarks, rights of publicity, or trade secrets;

(b) They have all necessary rights, licenses, and permissions to create and distribute the collaboration content;

(c) They will comply with all applicable laws and regulations, including FTC disclosure requirements (see Section 7.4).

7.4 FTC Disclosure

If a completed collaboration constitutes sponsored content under Federal Trade Commission guidelines, creators are required to disclose that the collaboration was funded by fans on CrowdCollab. Suggested disclosure language: "This collaboration was funded by fans on CrowdCollab." This disclosure must appear within the collaboration content itself. Failure to include required disclosures is a violation of these Terms.

7.5 Creator Indemnification

Each creator agrees to indemnify, defend, and hold harmless CrowdCollab, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) the creator's content; (b) the creator's breach of any representation or warranty in these Terms or the Creator MSA; (c) the creator's violation of any third-party right, including intellectual property rights; or (d) the creator's violation of any applicable law or regulation.

7.6 Identity Verification and Tax Compliance

Creators and suggesters must complete Stripe's identity verification process, including providing valid W-9 information (legal name, address, and taxpayer identification number), before receiving any payouts. CrowdCollab will not facilitate payouts to any account that has not completed identity verification.

CrowdCollab and Stripe will issue applicable tax forms (1099-K for creators, 1099-NEC for suggesters) in accordance with federal and state reporting thresholds. You are solely responsible for reporting income received through CrowdCollab to the appropriate tax authorities and for paying all applicable taxes.

8.1 Your Content

You retain ownership of all content you post, upload, or submit to CrowdCollab ("User Content"). By posting User Content, you grant CrowdCollab a non-exclusive, worldwide, royalty-free, sublicensable, transferable license to use, reproduce, distribute, display, and perform your User Content solely in connection with operating, promoting, and improving the Platform. This license terminates when you delete your User Content from the Platform, except to the extent it has been shared with other users or third parties and they have not deleted it.

8.2 Content Representations

By posting User Content, you represent and warrant that:

(a) You own or have the necessary licenses, rights, consents, and permissions to post and grant the above license for your User Content;

(b) Your User Content does not infringe, misappropriate, or violate any third party's intellectual property rights, rights of publicity, rights of privacy, or any other legal right;

(c) Your User Content does not contain material that is defamatory, obscene, threatening, harassing, or otherwise unlawful.

8.3 CrowdCollab Intellectual Property

The Platform, including its design, text, graphics, logos, icons, software, and all other content created by CrowdCollab (excluding User Content), is the property of CrowdCollab or its licensors and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Platform or its content without our prior written consent.

9.1 Respect for Intellectual Property

CrowdCollab respects the intellectual property rights of others and expects users to do the same. We will respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act ("DMCA") and applicable law.

9.2 DMCA Designated Agent

If you believe that your copyrighted work has been copied or used in a way that constitutes copyright infringement on CrowdCollab, please submit a notification to our designated DMCA agent:

Full DMCA notice procedures are available at crowdcollab.app/dmca.

9.3 DMCA Takedown Notices

A valid DMCA takedown notice must include:

(a) A physical or electronic signature of the copyright owner or a person authorized to act on their behalf;

(b) Identification of the copyrighted work claimed to have been infringed;

(c) Identification of the material that is claimed to be infringing and information reasonably sufficient to permit CrowdCollab to locate the material on the Platform;

(d) Your contact information, including address, telephone number, and email address;

(e) A statement 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;

(f) A statement, made under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the copyright owner.

9.4 Counter-Notification

If you believe your content was removed or disabled by mistake or misidentification, you may submit a written counter-notification to our DMCA Designated Agent including:

(a) Your physical or electronic signature;

(b) Identification of the material that was removed or disabled and the location at which it appeared before it was removed or disabled;

(c) A statement 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;

(d) Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the federal court for the judicial district in which your address is located (or, if outside the United States, any judicial district in which CrowdCollab may be found), and that you will accept service of process from the person who provided the original notification.

9.5 Repeat Infringer Policy

CrowdCollab maintains a policy of terminating, in appropriate circumstances, the accounts of users who are repeat copyright infringers. If a user is found to have repeatedly uploaded, posted, or otherwise made available content that infringes third-party copyrights, CrowdCollab will terminate that user's account.

11.1 As-Is Basis

THE PLATFORM AND ALL CONTENT, FEATURES, AND SERVICES PROVIDED THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

11.2 No Guarantee of Availability

CrowdCollab does not warrant that the Platform will be uninterrupted, timely, secure, or error-free. We reserve the right to modify, suspend, or discontinue the Platform (or any part thereof) at any time, with or without notice.

11.3 No Endorsement

CrowdCollab does not endorse, verify, or guarantee the quality, accuracy, or reliability of any User Content, collaboration suggestion, or completed collaboration. CrowdCollab does not vet, review, or approve creators, suggesters, or the content of collaborations.

11.4 Third-Party Services

CrowdCollab integrates with third-party services, including Stripe for payment processing. We are not responsible for the acts or omissions of any third-party service provider.

12.1 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CROWDCOLLAB, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, EVEN IF CROWDCOLLAB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 Total Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CROWDCOLLAB'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO CROWDCOLLAB IN THE TWELVE (12) MONTHS PRIOR TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00).

12.3 Basis of the Bargain

THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CROWDCOLLAB AND YOU.

14.1 Informal Resolution First

Before initiating any formal dispute resolution proceeding, you agree to first attempt to resolve the dispute informally by sending a written notice ("Dispute Notice") to CrowdCollab at 138 E 12300 S, Ste C-1077, Draper, UT 84020 or hello@crowdcollab.app, describing the nature of the claim and the specific relief sought. CrowdCollab will attempt to resolve the dispute informally within sixty (60) days of receiving the Dispute Notice. If the dispute is not resolved within that period, either party may proceed to arbitration as described below.

14.2 Binding Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Platform that is not resolved through the informal process described in Section 14.1 shall be resolved exclusively through final and binding individual arbitration, rather than in court, except that either party may bring individual claims in small claims court if they qualify.

Arbitration shall be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, or by another mutually agreed-upon arbitration provider. The arbitration shall be conducted in Salt Lake County, Utah, unless you and CrowdCollab agree otherwise or the arbitration rules allow for remote proceedings.

The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

14.3 Class Action Waiver

YOU AND CROWDCOLLAB AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. Unless both you and CrowdCollab agree otherwise in writing, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

14.4 Opt-Out

You have the right to opt out of this arbitration provision and class action waiver by sending written notice of your decision to opt out to hello@crowdcollab.app or CrowdCollab LLC, 138 E 12300 S, Ste C-1077, Draper, UT 84020 within thirty (30) days of first creating your CrowdCollab account. Your notice must include your name, account username, mailing address, and a clear statement that you wish to opt out of the arbitration provision and class action waiver. If you opt out, the remaining provisions of these Terms continue to apply.

14.5 Exceptions

This arbitration provision does not preclude either party from seeking injunctive or other equitable relief in court for matters relating to intellectual property, data security, or unauthorized access to the Platform.

14.6 Severability of Arbitration Provisions

If any part of this Section 14 is found to be unenforceable, the remainder of this Section 14 shall continue to apply. If the class action waiver in Section 14.3 is found to be unenforceable with respect to a particular claim or request for relief, then that claim or request for relief shall be severed and proceed in court, and the remaining claims shall proceed in arbitration.

16.1 Termination by You

You may terminate your account at any time by contacting us at hello@crowdcollab.app. Termination of your account does not relieve you of any obligations incurred prior to termination, including any active pledges to collaborations that have already been accepted by creators.

16.2 Termination by CrowdCollab

We reserve the right to suspend or terminate your account, at our sole discretion, with or without notice, for any conduct that we determine, in our sole discretion, violates these Terms, is harmful to other users, to CrowdCollab, or to third parties, or for any other reason. In the event of termination, any active pledges that have not yet been charged will be released.

16.3 Survival

Sections 5.3 (Settlement of Obligations), 7.5 (Creator Indemnification), 8 (User Content and Intellectual Property), 9 (Copyright Policy and DMCA), 11 (Disclaimers), 12 (Limitation of Liability), 13 (Indemnification), 14 (Dispute Resolution), 15 (Governing Law), and this Section 16.3 shall survive any termination or expiration of these Terms.

19.1 Entire Agreement

These Terms, together with the Privacy Policy, Creator MSA (for creators), and any additional policies referenced herein, constitute the entire agreement between you and CrowdCollab regarding your use of the Platform and supersede all prior agreements.

19.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be enforced to the maximum extent permissible, and the other provisions shall remain in full force and effect.

19.3 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term, and CrowdCollab's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

19.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without CrowdCollab's prior written consent. CrowdCollab may assign its rights and obligations under these Terms without restriction.

19.5 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.

19.6 Statute of Limitations

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms or your use of the Platform must be filed within one (1) year after such claim or cause of action arose, or be forever barred. This limitation does not apply to residents of jurisdictions where such limitation is prohibited by law.

19.7 Force Majeure

CrowdCollab shall not be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, pandemics, government actions, natural disasters, or failures of third-party services including payment processors.

19.8 Electronic Communications

By using the Platform and providing your email address, you consent to receive communications from CrowdCollab electronically, including notices, agreements, and other communications. You agree that all agreements, notices, and other communications provided electronically satisfy any legal requirement that such communications be in writing.