Welcome to PHIFunding! By using this Site and the Services, in addition to any Additional Policies applicable to any particular features, content and functionality of the Services (incorporated into the Terms by reference), offered by PHIFunding, Users agree to be bound by these Terms.
AGREEMENT TO ARBITRATION. BY AGREEING TO THESE TERMS, USERS AGREE TO RESOLVE DISPUTES WITH PHIFUNDING THROUGH BINDING ARBITRATION (AND WITH VERY FEW LIMITED EXCEPTIONS, NOT IN COURT), AND USERS WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS (AS DETAILED IN THE DISPUTE RESOLUTION, ARBITRATION AND CLASS ACTION WAIVER IN SECTION 20 BELOW).
PHIFunding may amend the Terms at any time in our sole discretion by posting a revised version of the Terms. Unless we make clear otherwise, access to or continued use of the Services after the effective date of the revised Terms constitutes your acceptance of the revised Terms. If we make any material change to these Terms, we will notify Users by sending an email, posting a notice through the Services, or any other place(s) appropriate.
1. What Is PHIFunding?
PHIFunding is an online crowdfunding platform for Users to seek to raise funds for their own Campaigns and to contribute to the Campaigns of others. Campaign Owners can offer Perks to Contributors in thanks for the Contributors’ donation of funds. The Services do not include the offer or sale of securities (as such term is defined in the Securities Act of 1933), and PHIFunding, Inc. is not a broker-dealer or a member of the Financial Industry Regulatory Authority.
2. Your Account and Obligations
We grant you a limited, non-exclusive, non-transferable, and revocable license to use our Services—subject to the Terms and the following restrictions in particular:
- You are responsible for your account. To use many of the Services, you will need to register and create an account with a username and password. You must provide us accurate and complete information, and you must update your account information as needed to keep the information accurate and complete. You may not impersonate anyone else, choose a username that may offend someone, or violate any individual’s rights. If you do so, we may cancel your account. You are solely responsible for maintaining the confidentiality of your account and for all activities associated with or occurring under your account. If you suspect or discover any unauthorized use of your account, you should notify PHIFunding immediately by contacting us.. To the extent permissible under applicable law, we are not responsible for any loss or damage arising from your failure to comply with the foregoing requirements or as a result of use of your account with or without your knowledge.
- Deleting your account. You may submit a request to delete your account by contacting us, but this will not automatically delete User Content. We may need to retain certain information as required by law or as necessary for our legitimate business purposes. All provisions of these Terms survive termination of an account, including our rights to User Content.
- You must be 18 years old. You must be 18 years or older to sign up for an account and use our Services. Outside of the European Economic Area (“EEA”), minors between the age of 13 and 18 years are only permitted to use our Services through an account owned by a parent or legal guardian where the parent has provided affirmative consent and under their direct supervision. Children under 16 residing in the EEA are not permitted to access the Site or use the Services. You are responsible for any and all account activity conducted by a minor on your account.
- Follow the law and our policies. You may not take any action that violates the law, infringes or violates anyone else’s rights, or breaches any agreements or legal obligations that you have toward anyone. You may not offer any Perks that are illegal, violate any of PHIFunding’s policies, rules, or guidelines, or violate any applicable law, statute, ordinance, or regulation.
- Be truthful. Don’t post information you know is false, misleading, or inaccurate. Don’t do anything deceptive or fraudulent.
- Respect the rights of others. You may not threaten, abuse, harass, defame, or engage in behavior that is libelous, tortious, obscene, profane, or invasive of another person’s privacy.
- Avoid spam and unsolicited communications. You may not distribute unsolicited or unauthorized advertising or promotional material, or any junk mail, spam, or chain letters . Don’t run mail lists, listservs, or any kind of auto-responder or spam on or through the Site.
- Respect the property of others. You may not distribute software viruses, or anything else designed to interfere with (1) the proper function of any software, hardware, or equipment on the Site or (2) the use of the Site by any other User. You may not access our Site or Services if we have prohibited you from doing so.
- Do not engage in activities that affect the functioning of the Site. You may not bypass any measures that we have put in place to secure the Services, take actions to gain unauthorized access to any system, data, passwords, or other PHIFunding or User information or Services, reverse engineer or take apart any aspect of the Services to access any underlying information, or use any kind of software to “crawl” or “spider” any part of the Site.
- Respect privacy. When you use the Services or create a Campaign, you may receive information about other Users, including personally-identifiable information (“PII”) such as names, email addresses, and physical addresses. This information is provided for purely for the purpose of fulfilling the Perks for the applicable Campaign and other Services and may not be used for other purposes, including cross-promotional marketing, without separate, verifiable consent from the User. You will maintain records of all such verifiable consent.
3. Creating and Running a Campaign
When you, as a Campaign Owner creates a Campaign on the Site and asks for Contributions, you understand that you are entering into separate legal agreements with both PHIFunding and with Contributors, and the following rules apply (in addition to the all other Terms and Additional Policies).
- Service Fees. Campaign Owners are charged a Service Fee as a portion of the Contributions they raise (the “Service Fees“). The Service Fees are effective on the date that the Service Fees are posted, and may be updated from time to time. Service Fees will be charged at the then-current rate. In connection receiving Contributions from Contributors, Campaign Owners appoint PHIFunding as the Campaign Owner’s limited agent for the sole purpose of receiving, holding, and settling payments to such Campaign Owner. As a Campaign Owner’s agent, PHIFunding’s receipt of Contributions on a Campaign Owner’s behalf is the same as receipt of Contributions by directly by a Campaign Owner.
- Right to Withhold Funds. Campaign Owners should not assume that they will receive Contributions made to a Campaign. Disbursement of Contributions to a Campaign Owner may be delayed, or withheld in their entirety, for a number of reasons including, but not limited to, refunds, chargeback disputes, fraud, violation of the Terms or Use or any other policy, or any other situation where PHIFunding determines that Contributions should not be disbursed in its sole discretion. Contributions may also be used to reimburse PHIFunding for any chargebacks and refunds incurred by PHIFunding for a Campaign. PHIFunding may also seek reimbursement from a Campaign Owner by any other lawful means, including by using third-party collection services.
- Refunds. PHIFunding offers a limited refund to Contributors in accordance with our Refund Policy. Refunds outside of our Refund Policy must be handled by the Campaign Owner, and PHIFunding has no obligation to provide any refunds or become involved with any dispute between a Campaign Owner and Contributor. PHIFunding reserves the right to terminate User Accounts and remove Campaigns for any abuse of the Refund Policy.
4. Legal obligations of Campaign Owners
As a Campaign Owner, you are entering into a legal agreement with a Contributor when they make a Contribution to your Campaign, which includes the following obligations (in addition to the all other Terms and Additional Policies):
- Make good faith efforts to fulfill the Perks associated with a Campaign in the timeframe that is communicated to Contributors.
- Immediately notify Contributors if there are obstacles or delays.
- Respond promptly and truthfully to all questions posed to them by Contributors.
- Provide substantive and quality updates at least once a month to Contributors.
- If you have received the Contributions from your Campaign, issue refunds to Contributors if you cannot deliver Perks.
- Comply with all applicable laws and regulations in the use of Contributions and delivery of Perks.
- Comply with EEA Data Controller Obligations. As a Campaign Owner, you (and PHIFunding) will independently fulfill all duties required of data controllers under applicable EEA data protection law (such law shall include, but not be limited to, the EU General Data Protection Regulation (Regulation (EU) 2016/679) (“GDPR”); (iii) the EU e-Privacy Directive (Directive 2002/58/EC), including subsequent variations, such as the Regulation of the European Parliament and of the Council concerning the respect for private life and the protection of personal data in electronic communications and repealing Directive 2002/58/EC (“ePrivacy Regulation”), if enacted).
Your data controller duties include:
i.Determining and qualifying the necessary legal basis or bases for your collection or processing of personal information;
ii.Managing and reporting security incidents;
iv.Entering into contracts only with data processors that provide adequate protections for personal data and including appropriate contractual language;
v.Maintaining records of your data processing activities;
vi.Conducting any required data protection impact assessments; and
vii.Implementing and maintaining all measures required pursuant to Article 32 of the GDPR.
- Respond to EEA Data Subject Requests. You and PHIFunding will have an independent obligation to respond to any requests received by either of us from EEA data subjects regarding personal data, including without limitation, those set forth in Chapter III of the GDPR. The party that receives the data request is responsible for responding to the request. Campaign Owner and PHIFunding shall reasonably cooperate and assist each other with these requests, to the extent that is legally permissible.
Please remember that as a Campaign Owner, you are solely responsible for fulfilling the obligations of your Campaign and delivering Perks. If you are unable to perform on this, or any of your other legal obligations, you may be subject to legal action by Contributors.
5. Backing a Campaign
When a Contributor makes a Contribution to a Campaign, Contributor understands that the following rules and terms apply (in addition to any other Additional Policies as mentioned in the Additional Policies section above).
- Voluntary Contributions. All Contributions are made voluntarily and at the sole discretion and risk of the Contributor.
- No Guarantee. The date to deliver a Perk is an estimate by the Campaign Owner (not PHIFunding) and there is no guarantee that the Campaign Owner will fulfill and deliver the Perk by that date. PHIFunding does not guarantee that Contributions will be used as promised, that Campaign Owners will deliver Perks, or that the Campaign will achieve its goals. PHIFunding also 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 User Content posted on the Services.
- Limited Refund. PHIFunding offers a limited refund to Contributors only where the Campaign has not ended, the Contributor has not received a Perk (as confirmed by PHIFunding), and the Contribution has not been sent to the Campaign Owner (full terms of the Refund Policy apply). PHIFunding does not offer refunds outside of our Refund Policy. In any situation where refunds are not available under the Refund Policy, a Contributor should contact the Campaign Owner directly to request a refund. PHIFunding may at its discretion facilitate communications between a Campaign Owner and Contributor, but we have no obligation to do so or to become involved in any way in any dispute.
- Credit Card Charges. When you Contribute to a Campaign, your card will be charged the amount of the Contribution after you confirm and submit your payment information.
- Communications Between Campaign Owners and Contributors. Once you have made a Contribution to a Campaign, the Campaign Owners may need to contact you to obtain additional information such as shipping address, specific preferences for a Perk (i.e. color or size of a t-shirt), or may ask for your feedback on the Campaign or the Perk. In some instances, to receive the Perk, you may need to provide the requested information within the requested time frame to receive the Perk, otherwise, it will not be fulfilled. Campaign Owners should not ask for information that is not required to fulfill a Perk and should not request sensitive personal information such a Social Security number or credit card/banking information. Please contact us if you receive a request for information that appears to be excessive.
- Taxes are your responsibility. Contributors are solely responsible for determining how to treat their Contributions and receipt of any Perks for tax purposes.
6. PHIFunding’s Role
- We do not endorse any User Content. While PHIFunding supports the creation of Campaigns, we only provide the Site for Users to interact. We do not pre-screen any Campaigns or endorse any User Content on our site.
- We may remove User Content in our discretion. If you see User Content that violates these Terms, then let us know and we may remove it. Removing content or terminating accounts is not an action we take lightly and we may take a while to investigate and determine if User Content should be removed. We do not communicate our reasons for removing, or keeping, User Content on the Site.
- We do not guarantee Perks or Refunds. Campaign Owners are solely responsible for the delivery of Perks and offering refunds outside of our Refund Policy.
- We do not provide tax or legal advice to Users. Users are solely responsible for determining how the tax laws, or any other laws, apply to running a Campaign, Contributing to a Campaign, or utilizing any of the Services.
- We do not become involved in legal disputes between Users or third parties. Though we may facilitate discussions between Users who have disputes with each other, PHIFunding takes no responsibility and does not have any liability for any disputes or violations of agreements between any Users, including between Campaign Owners and Contributors or Campaign Owners and any third parties.
- You are responsible for your Campaigns, even if you engage our help.PHIFunding may offer services to Users, including without limitation, helping with drafting Campaign content, assisting with the design of Campaigns, and referring vendors and other service providers to Campaign Owners. Such services will be subject to separate agreement between Campaign Owners and PHIFunding. Even if we help with your Campaign, Campaign Owners remain solely responsible for the Campaign and must comply with all obligations herein as the only responsible party for the Campaign.
7. Fees and Taxes
- Service Fees. There are no fees for creating an account on the Site. Campaign Owners are charged a Service Fee as a portion of the Contributions they raise. The Service Fees are effective on the date that the Service Fees are posted, and will be announced on Service Fee page.
- Taxes. Taxing authorities may classify Contributions as taxable income to the Campaign Owner and any beneficiary who will receive funds directly from the applicable Campaign. PHIFunding may ask for the tax identification number (TIN) of Campaign Owners and any beneficiaries so that we may report taxable income to the relevant taxing authorities. PHIFunding will provide Campaign Owners with a tax document if required by the relevant taxing authorities. PHIFunding is unable to provide any User or third party with tax advice and suggests that such Users or third parties consult with tax advisors of their choice.
8. Our Intellectual Property
- PHIFunding Intellectual Property. PHIFunding’s Services, Content and Marks, are legally protected in a number of ways, including copyright, trademark, service marks, patents, trade secrets, and other U.S. and international intellectual property laws. You agree to respect all copyright and other legal notices, information, and restrictions contained in any PHIFunding Content, Services, or Marks accessed through the Site or the Services. You agree not to change, translate, or otherwise create derivative works of the Services.
- Limited User Rights; License to PHIFunding Content. PHIFunding grants you a limited license to access and use User Content and PHIFunding Content, solely for use of the Services (the license is worldwide, non-exclusive, non-sublicensable, non-transferable license), in accordance with these Terms. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, or otherwise transfer or use any User Content or PHIFunding Content unless we give you explicit permission to do so. User Content and PHIFunding Content is licensed, and not sold, to you. We reserve the right to revoke this license to access and use User Content and PHIFunding Content granted to you at any time.
- PHIFunding Trademark Policy. You may use the PHIFunding Marks only in accordance with our Trademark Policy.
9. Your Intellectual Property
Your User Content remains your property and is protected, without limitation, pursuant to U.S. and foreign copyright and other intellectual property laws. When you submit User Content to the Site or via the Services, you agree to the following terms:
- You allow us to use User Content. You grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable, right to use, exercise, commercialize, and exploit the copyright, publicity, trademark, and database rights with respect to User Content.
- We can make changes to or delete User Content. You grant us the right to make changes, edits, modifications, translations, formatting, or otherwise change or delete any User Content.
- You have all legal rights to User Content. You represent and warrant that: (1) you have all licenses, rights, consents, and permissions necessary to grant the rights set forth in these Terms to PHIFunding with respect to your User Content; (2) your User Content does not and will not infringe any third party’s intellectual property rights, proprietary rights, privacy rights, confidentiality, rights of publicity or otherwise violate these Terms or applicable law; and (3) we shall not need to obtain any licenses, rights, consents, or permissions from, or make any payments to, any third party for any use of your User Content or have any liability to a User or any other party as a result of any use or exploitation of your User Content.
10. How to report Copyright and covered other Intellectual Property issues
We take intellectual property rights very seriously. We comply with intellectual property laws and industry best practices in order to maintain the integrity our Site and Services. The Digital Millennium Copyright Act (“DMCA”) sets out the legal system to report notices of alleged copyright infringement, and PHIFunding also maintains policies concerning claims of trademark and patent infringement. We will respond to notices of alleged infringement if they comply with the law and the requirements set forth in our Intellectual Property Policy. We reserve the right to delete or disable User Content alleged to be infringing, and to terminate user accounts for repeat infringers (in our sole discretion).
- To submit a claim of copyright infringement, please visit our Intellectual Property Policy and follow the instructions. The Intellectual Property Policy also explains how Campaign Owners can respond when their Campaigns are affected by a notice. We will only respond to claims submitted in compliance with our Intellectual Property Policy.
11. PHIFunding’s Rights Concerning User Accounts; Termination
- We have the right to monitor, terminate, suspend, or delete any User Account at any time for any reason, or no reason. It is our policy not to comment on any reasons for termination and we have no obligation to provide you with a reason for termination.
- We will not have any liability to you or third parties for any use of the Services associated with your account or Campaign. Upon termination, you must cease all use of the Services and User Content. All representations and warranties shall survive termination.
12. Payment Services
Credit card payment processing services for Campaign Owners on PHIFunding are provided by Paypal. (“Paypal”) and are subject to the Paypal Connected Account Agreement, which includes the Paypal Terms of Service (collectively, the “Paypal Services Agreement“). As a Campaign Owner, you agree to be bound by the Paypal Services Agreement, as the same may be modified by Paypal from time to time. As a condition to PHIFunding enabling credit card payment processing services through Paypal, you agree to provide PHIFunding accurate and complete information about you and your business, and you authorize PHIFunding to share any such information with Paypal, as well as transaction information related to your use of the payment processing services provided by Paypal. In all cases, standard credit card or other third party processing fees apply in addition to any Service Fees. We are not responsible for the performance of any third party credit card processing or third party payment services.
13. System Outages and Maintenance
The Services may be unavailable for scheduled maintenance and other purposes, or because of unplanned outages or other malfunctions. We are not responsible if the Services are unavailable, or if you lose any data, information, or User Content for any reason.
14. Unsolicited Idea Submissions
We are always pleased to hear from our Users, and welcome their comments or suggestions. However, ideas that you submit might be similar or even identical to a submission received by us or another User. When we refer to a ‘submission’ in this paragraph, we mean: any submission, comment, or suggestion (including, but not limited to, ideas, products, or services, know-how, concepts, and suggested changes) sent to us via the Site or any other manner about an existing product or service on, or a feature of, or a proposed addition to, the PHIFunding platform (“Unsolicited Idea Submission”). If you send us an Unsolicited Idea Submissions, you agree as follows:
- All such Unsolicited Idea Submissions are non-confidential and non-proprietary and will be treated as non-confidential and non-proprietary; Users should not send confidential or proprietary Unsolicited Idea Submissions to us via the Services or through other means such as email;
- By submitting an Unsolicited Idea Submission, you hereby grant PHIFunding a perpetual, irrevocable, worldwide, non-exclusive, royalty- free, sublicenseable and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of and display the Unsolicited Idea Submission in connection with the Services, and for PHIFunding’s (and its successor’s) business, including without limitation, for promoting and redistributing part or all of the Unsolicited Idea Submission (and derivative works thereof) in any media formats and through any media channels whether now known or hereafter developed, without payment or accounting to the User providing the Unsolicited Idea Submission or others; and
- While we appreciate your ideas, we are under no obligation to evaluate, review, or use any Unsolicited Idea Submission.
You agree to defend, indemnify and hold harmless PHIFunding, its subsidiaries and affiliated companies, and their officers, directors, employees, partners, contractors, representatives, agents, and third party providers from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to, breach of these Terms (including, but not limited to, failure to fulfill a Perk or refund a contribution) or violation of any laws. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter for which you have agreed to indemnify us and you agree to assist and cooperate with us as reasonably required in the defense or settlement of any such matters.
16. No Warranty
PHIFUNDING HAS NO FIDUCIARY DUTY TO ANY USER. THE SERVICES, PHIFUNDING CONTENT, USER CONTENT, AND ANY OTHER MATERIALS MADE AVAILABLE OR THROUGH THE USE OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR COURSE OF PERFORMANCE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, PHIFUNDING AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. PHIFUNDING AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SERVICES 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, OR ANY SERVICES AVAILABLE ON ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF PHIFUNDING OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE THROUGH THE USE OF THE SERVICES, OR ON THIRD PARTY PLATFORMS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY SERVICES PROVIDED ON ANY THIRD PARTY PLATFORM, ARE ENTIRELY AT YOUR OWN RISK.
17. Disclaimer of Liability
- Use the Services at your own risk. We make no representations about the quality, safety, morality or legality of any Campaign, Perk or Contribution or the truth or accuracy of User Content posted on the Services. We do not guarantee the fulfillment or the performance of any Perks, or that Contributions will be used as described in the Campaign. We do not control or endorse User Content posted on the Site or in any Services and, as such, do not guarantee in any manner the reliability, validity, accuracy or truthfulness of such User Content. PHIFunding is not liable for any damages or losses related to your use of the Services. We do not become involved in disputes between Users, or between Users and any third party relating to the use of the Services.
- You release us from all claims. When you use the Services, you release PHIFunding 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 Services. All Content that you access or use through the Services is entirely at your own risk and you are solely responsible for any resulting damage or loss to any party.
- YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND USER CONTENT, AND ANY CONTACT YOU HAVE WITH OTHER USERS OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER PHIFUNDING NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PHIFUNDING HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE SERVICES; (F) ANY COMMUNICATIONS OR OTHER INTERACTIONS WITH OTHER USERS OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES; OR (G) YOUR CAMPAIGNS OR CONTRIBUTIONS.
IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF PHIFUNDING AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, SERVICES, OR USER CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO PHIFUNDING BY YOU HEREUNDER, OR ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE.
THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.
PHIFunding does not offer investment advice or analysis, nor does it endorse or recommend investments in any company or the suitability of an investment for any particular investor. PHIFunding is not registered as a broker-dealer or financial or investment advisor and does not provide any services requiring such registration. PHIFunding makes no representation or warrant as to the adequacy, accuracy or completeness of information found anywhere on its website. Any opinions or forecasts expressed herein are only PHIFunding’s and are not intended as investment advice and are subject to change without notice. Information on any of PHIFunding’s websites associated with an issuer offering securities (the “PHIFunding Equity Pages”) are not a solicitation of an offer to buy or an offer to sell any security.
Please be aware that PHIFunding receives fees from companies posted on our. PHIFunding receives a standard flat fee as compensation for advertising and marketing and such compensation is not based on the success or size of each company’s offering on the Equity Offering Pages. The compensation shall be due to PHIFunding whether a company’s raise is successful or not.
PHIFunding may choose to compensate outside sources to help market PHIFunding’s business and to receive introductions to possible issuers. Compensation to such parties will not be based on the success or size of any transaction. Fees are not based directly or indirectly, on the purchase or sale of a security offered on or through any of the PHIFunding Equity Pages.
The posting of information on any of the PHIFunding Equity Pages regarding any company should not be construed as an endorsement or recommendation of that company for any purpose whatsoever. Information posed on any of the PHIFunding Equity Pages does not take into account the investment objectives, financial situation or needs of any particular investor, and each investor should consider whether any investment opportunity is appropriate given their investment objectives and current financial circumstances. Any person considering any investment whatsoever is encouraged to consult with their own investment or financial advisor, tax advisor and/or attorney beforehand.
All investments entail risk. The companies on the PHIFunding Equity Pages are generally small or early stage companies and are subject to risks inherent in investing in any small or early stage company, as well as other risks specific to their business and operations. In addition, securities of these companies may be highly illiquid, requiring that they be held for an indefinite period of time or have a limited market for resale. Therefore, no one should invest in any of these companies unless they have no need for liquidity of their investment and can sustain a total loss of their investment. You should only invest an amount of money that you can afford to lose without changing your lifestyle.
You should thoroughly review the complete offering materials for any investment opportunity, particularly all risk factors, prior to investing in any offering and become familiar with the investor requirements, investment limits and your ability to resell the investment.
19. Waiver and Release (for CA Residents)
For Users in a jurisdiction that requires a specific statement regarding waiver and release then the following applies. For example, California residents must, as a condition of this Agreement, waive the applicability of California Civil Code Section 1542 for unknown claims which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” You waive this section of the California Civil Code and any similar provision in law, regulation or code that has the same effect or intent as the foregoing release.
20. Legal Disputes Not Subject to Arbitration Will Be Handled In Cali, Colombia and Subject to Colombia Law.
PHIFunding is in based in Cali, Colombia, so for any actions not subject to arbitration, you and PHIFunding agree to submit to the personal jurisdiction of a state court located in Cali, Colombia. The Terms and the relationship between you and PHIFunding shall be governed in all respects by the laws of Colombia, without regard to its conflict of law provisions.
21. Dispute Resolution, Arbitration and Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
We encourage you to contact us if you have an issue, as most issues can be resolved without the involvement of a court or arbitrator. If negotiations do not resolve any disputes relating to your use of PHIFunding or these Terms, you and we agree to submit the dispute to arbitration. The only exceptions to arbitration are (1) for intellectual property claims alleging misuse, Infringement, or misappropriation of intellectual property; (2) for claims falling within the jurisdiction of small claims court; and (3) where you have opted out of arbitration in accordance with these Terms.
This arbitration must be administered by JAMS under the JAMS Streamlined Arbitration Rules & Procedures. Judgment on the arbitration award may be entered in any court with jurisdiction. Arbitrations may only take place on an individual basis. No class arbitrations or other grouping of parties is allowed. By agreeing to these terms you are waiving your right to trial by jury or to participate in a class action or representative proceeding; we are also waiving these rights. If this prohibition of class arbitrations or other grouping of parties is deemed unenforceable, then this entire “Dispute Resolution, Arbitration and Class Action Waiver” shall be deemed void and severed from the Terms. We follow the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness for all arbitrations done under these terms. Among other things, this means that if you initiate an arbitration against us, you will be required to pay a $250 filing fee, and PHIFunding will pay for the other fees, including arbitrator fees. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise. It also means that the arbitration will be held in the county in which you live, or any other location we agree upon. If you do not live in Colombia, however, you agree to initiate arbitration in Colombia. If any portion of these terms do not follow that standard, that portion is severed from these terms.
To file an arbitration, you must: (a) submit a Demand for Arbitration and $250 in filing fees to JAMS; and (b) send one copy of the Demand for Arbitration to PHIFunding at Cra 80 No. 6A- 60 Ofic. 108, Cali, Colombia. ATTN: Legal Department.
PHIFunding will provide thirty (30) days’ notice of any changes to this section by updating these Terms, sending you a message, or otherwise notifying you when you are logged into your account. Amendments will become effective thirty (30) days after they are posted the Site or sent to you. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this paragraph is not enforceable or valid, then this subsection shall be severed from the section entitled “Dispute Resolution, Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Services.
This “Dispute Resolution, Arbitration and Class Action Waiver” section shall survive any termination of your account, these Terms, or the Services.
- “Campaign Owners” are those Users who raise funds through the Site and Services;
- “Campaigns” are Campaign Owners’ fundraising campaigns through the Services;
- “Content” refers to all software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or content, including the selection and arrangements thereof offered through the Services;
- “Contributors” refers to those Users contributing funds to Campaigns;
- “Contributions” refers to funds donated to Campaigns by Contributors;
- “DMCA”refers to the Digital Millennium Copyright Act of 1998, including any amendments;
- “PHIFunding,” “we,” ”our” or “us” refers to PHIFunding, a CPHI organization, together with its parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers, and directors;
- “PHIFunding Content” refers to Content provided by PHIFunding to Users in connection with the Services, including, without limitation, the software, the products and the site;
- “Infringement” refers to the unauthorized or not permitted use of copyrighted material or other intellectual property rights;
- “Marks” refers to the trademarks, service marks, and logos used and displayed throughout the Services or in any or in any PHIFunding Content;
- “Perks” refers to the gifts or rewards in the form of tangible items or intangible services offered by Campaign Owners to Contributors;
- “Services” refers to the Site, mobile applications or connected applications, other offerings and services provided on the Site;
- “Site” refers to the PHIFunding website(s);
- “User,” “you,” or “your” refers to Campaign Owners, Contributors or any other visitor to the Site or users of the Services, either individually or collectively;
- “User Content” refers to Content uploaded, transmitted or posted to the Services by a User, including User Content in a Campaign.