Carreon v. Inman et al

Filing 22

RESPONSE (re 20 Ex Parte Application For Temporary Restraining Order and Order to Shaw Cause Re Preliminary Injunction ) filed byIndiegogo, Inc.. (Attachments: # 1 Declaration of Ragesh K. Tangri, # 2 Exhibit A to Tangri declaration, # 3 Exhibit B to Tangri declaration, # 4 Exhibit C to Tangri declaration, # 5 Exhibit D to Tangri declaration, # 6 Exhibit E to Tangri declaration, # 7 Exhibit F to Tangri declaration, # 8 Exhibit G to Tangri declaration, # 9 Exhibit H to Tangri declaration, # 10 Declaration of Slava Rubin, # 11 Exhibit A to Rubin declaration)(Novikov, Eugene) (Filed on 7/1/2012)

Exhibit A

Indiegogo: Terms of Use

http://www.indiegogo.com/about/terms

DocuSign Envelope ID: C977D34B-EA91-4761-A8B2-7C0EA2860D08

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Terms of Use
Indiegogo, Inc.
Terms of Use Agreement

This Agreement was last revised on May 6, 2010. Updates to this Agreement can be found here.
Welcome to Indiegogo.com, the website and online service of Indiegogo, Inc. ("Indiegogo" "we," or "us").
This page explains the terms by which you may use our service. By accessing or using the Indiegogo
services, website and software provided through or in connection with the service ("Service"), you signify
that you have read, understood, and agree to be bound by this Terms of Use Agreement ("Agreement"),
whether or not you are a registered user of our Service.
We reserve the right to amend this Agreement at any time and without notice. If we do this, we will post the
amendedAgreement on this page and indicate at the top of the page the date the Agreement was last revised.
Your continued use of the Service after any such changes constitutes your acceptance of the new Terms of
Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue
to access) the Service.
Use of Our Service

Indiegogo provides a place for the creative community to interact, share information, and support content
creation. All visitors to Indiegogo.com, whether registered or not, are "Users." If you register with Indiegogo
you become a "Member" and gain access to certain features, including the ability to post certain information
about your creative project (a "Project" and "Project Posting") on the Service and interact with other
Members about your Project.

Indiegogo grants you permission to use the Service as set forth in this Agreement, provided that: (i) you will
not copy, distribute, or disclose any partof the Service in any medium; (ii) you will not alter or modify any
part of the Service other than as may be reasonably necessary to use the Service for its intended purpose;
and (iii) you will otherwise comply with the terms and conditions of this Agreement.
You do not have to register in order to visit Indiegogo. To access certain features of the Service, though,

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including posting, commenting on, following, or contributing to a Project, you will need to register with
Indiegogo and create a Member account. Your account gives you access to the services and functionality that
we may establish and maintain from time to time and in our sole discretion.
You may never use another Member's account without permission. When creating your account, you must
provide accurate and complete information. You are solely responsible for the activity that occurs on your

account, and you must keep your account password secure. You must notify Indiegogo immediately of any
breachof security or unauthorized use of your account. Although Indiegogo will not be liable for your losses
caused by any unauthorized use of your account, you shall be liable for the losses of Indiegogo or others due
to such unauthorized use.

You may use your Settings to control your Member Profile and how other Members communicate with you.
By providing Indiegogo your email address you consent to our using the email address to send you Servicerelated notices, including any notices required by law, in lieu of communication by postal mail. We may also
use your email address to send you other messages, including changes to features of the Service and special
offers.

You agree not to use or launch any automated system, including without limitation, "robots," "spiders,"
"offline readers," etc., that accesses the Service in a manner that sends more request messages to the

Indiegogo servers than a human can reasonably produce in the same periodof time by using a conventional
on-line web browser. You agree not to collect or harvest any personally identifiable information, including
account names, from the Service nor to use the communication systems provided by the Service for any
commercial solicitation purposes.

Indiegogo may permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to
the Service without notice and liability, if, in Indiegogo's sole determination, you violate any of the
Agreement, includingthe following prohibited actions: (i) attempting to interfere with, compromise the
system integrity or security or decipher any transmissions to or from the servers running the Service; (ii)
taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately
large load on our infrastructure; (iii) uploading invalid data, viruses, worms, or other software agents
through the Service; (iv) impersonating another person or otherwisemisrepresenting your affiliationwith a
person or entity, conducting fraud, hiding or attempting to hide your identity; (v) interferingwith the proper
working of the Service; or, (vi) bypassing the measures we may use to prevent or restrict access to the
Service. Upon termination for any reason, you continue to be bound by this Agreement.

You may not use the Service for activities that: (i) violate any law, statute, ordinance or regulation; (ii) relate
to sales of (a) narcotics, steroids, certain controlled substances or other products that present a risk to
consumer safety, (b) drug paraphernalia, (c) items that encourage, promote, facilitate or instruct others to
engage in illegal activity, (d) items that promote hate, violence, racial intolerance, or the financial
exploitation of a crime, (e) items that are consideredobscene, (f) items that infringe or violate any copyright,
trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction, (g)
certain sexually oriented materials or services, or (h) ammunition, firearms, or certain firearm parts or
accessories, or (i) .certainweapons or knives regulated under applicable law; (iii) relate to transactions that
(a) show the personal information of third parties in violation of applicable law, (b) support pyramid or
ponzi schemes, matrix programs, other "get rich quick" schemes or certain multi-level marketing programs,
(c) areassociated with purchases of real property, annuities or lottery contracts, lay-away systems, off-shore
banking or transactions to finance or refinance debts funded by a credit card, (d) are for the sale of certain

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items before the seller has control or possession of the item, (e) are by payment processors to collect
payments on behalf of merchants, (f), are associated with the following Money Service Business activities:
the sale of traveler's checks or money orders, currency exchanges or check cashing,or (g) provide certain
credit repairor debt settlement services; (iv) involve the sales of products or services identified by
government agencies to have a high likelihood of being fraudulent; (v) violate applicable laws or industry
regulations regarding the sale of (a) tobacco products, or (b) prescription drugs and devices; (vi) involve
gambling, gaming and/or any other activity with an entry fee and a prize, including, but not limited to casino
games, sportsbetting, horse or greyhound racing, lottery tickets, other ventures that facilitate gambling,
games of skill (whether or not it is legally defined as a lottery) and sweepstakes unless the operatorhas
obtained priorapproval from Indiegogo and the operator and customers are located exclusively in
jurisdictions where such activities are permitted by law.
Posting a Project

Indiegogo may provide you the opportunity to post your Project on Indiegogo to showcase and share certain
information about the Project and elicit feedback and financial contributions from other Members. Your
Project Posting is User Content (as defined below), and is subject to all the terms and conditions relatingto
User Content in this Agreement. It is a breach of this Agreement to post a false or misleading Project or to
post false or misleadinginformation in your Project Profile. Members who post Projects are sometimes
referred to in this Agreement as "Content Creators."
Project Fundraising

Indiegogo may provide you the opportunity to fundraise for your Project by soliciting financial contributions
to support the Project from Members ("Contributions"). The rules governing fundraising for your Project
(the "Fundraising Rules") are as follows:

1. The first step in launching a fundraising campaignusing the Service is to create a project profile page and
post a "Funding Request." To post a Funding Request, set your goal for the total Contributions you wish to
raise during your currentcampaign ("Campaign Goal") and the date by which you'd like to raise the funds
("Campaign Deadline") on your Project Profile page. The Campaign Deadline can be between 1 and 120
days out. (Note, if you reach your campaign goal, you can post a new project to launch a campaign to fund
the next phase of your project. The number of projects you can create is unlimited.)
2. You will be required to designate the legal entity to which funds will be directed (the "Project Entity"). By
providing the name of your Project Entity to Indiegogo, you represent and warrant that you are an authorized
representative of the Project Entity with the authority to bind the Project Entity to the terms of this
Agreement, that the Project Entity is the legal entity responsible for the Project and accountable for the use
of any funds raised for it on Indiegogo, and that you acceptthis Agreement on the Project Entity's behalf.
3. To receive Contributions, your Project Entity must establish an account (a "Funding Account") with the
payment processor designated by Indiegogo at the time you post your Project (the "Processor"). You
understand and agree that your Funding Account will be governed by your agreement with the Processor,
and that Indiegogo shall have no liability for your Funding Account or your transactions or interactions with
the Processor.

4. All Contributions made to a Project will be directed to the Project Entity's Funding Account, less a 9%
marketplace processing fee retained by Indiegogo. All Contributions paid to a Project Entity will constitute
"Project Funding," and the Indiegogo fee and all other Project Funding requirements will apply. Indiegogo is
not responsible for any error or omission in the Funding Account information you provide. Unless

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automatedby the Processor, Project Funding less 3rd party processing fees will be disbursed from the
Funding Account to the Project Entity's bank account according to the Project's disbursement details (set in
the Funding section of the Project Profile). All necessary fund transfers will be initiated within 5 business
days of the campaign end date. It can then take up to 5 business days for the disbursed funds to arrive in
your account.

5. When you reach your Campaign Deadline, your Funding Request will automatically close and no more
Contributions will be accepted for your Project. You may make a new Funding Request any time after the
end of your last Funding Request closes. If you reach your Campaign Goal by your Campaign Deadline,
Indiegogo will pay you a 5% rebate on all funds raised during the campaign. Payments will be included in a
funds transfer that will be initiated within 5 business days of the campaign end date. It can then take up to 5
business days for the disbursed funds to arrive in your account.
6. If your Project receives Project Funding by using Indiegogo's platform and tools (including without
limitation Project Funding paid into your Finding Account), you agree to acknowledge Indiegogo by
including the Indiegogo logo in the "Special Thanks" sectionof the credits/acknowledgement section of
your completed project as follows: using either the black or white Indiegogo logo available in the Press
section ofIndiegogo.com, the logo should appear on its own line (i.e., no other text or images on the left or
right), sized so that the "Indiegogo" lettering in the logo is at least three times the size of the credits' normal
text.

7. You may offer non-monetaryrewards for Contributions ("Perks"), provided that the offering of such Perks
is lawful under all applicable laws, including without limitation state and federal securities laws, and
otherwise complies with the terms and conditions of this Agreement.

Any Project Funding payments may be subject to verification of the identity of you and the Project Entity,
the use of funds, and the timeline of the project. The verification procedure may involve an interview and/or
document review if deemed necessary and may vary from time to time in our sole discretion. You and the
Project Entity agree that Project Funding may only be used on behalf of the Project, and that Project
Funding will not be used for any other purpose. You agree that if at any time during while a Funding
Request is open or within thirty (30) days of the close of a Funding Request, Indiegogo makes a good faith
determination that the identity of you or the Project Entity orthe timeline of the Project are not as identified
in the Project Posting, or that the Project Funding has not been used solely on behalf of the Project, you will
promptly refund the entire amount of Project Funding from such Funding Request to the Contributors. We
may change the Fundraising Rules at any time upon notice to you. If you do not accept a change we make to
the Fundraising Rules, your sole remedy shallbe to terminate your Project Posting.
You shall have full responsibility for applicable taxes for all Project Funding paid to you underthis
Agreement, and for compliance with all applicable labor and employment requirements with respect to your
self-employment, sole proprietorship or other form of business organization, and with respect to your
employees and contractors, including state worker's compensation insurance coverage requirements and any
U.S. immigration visa requirements. You agree to indemnify, defend and hold Indiegogo harmless from any
liability for, or assessment of, any claims or penalties with respect to such withholding taxes, labor or
employment requirements, including any liability for, or assessmentof, withholding taxes imposed on
Indiegogo by the relevant taxing authorities with respect to any Project Funding paid to you.

Indiegogo makes no guarantee regarding the number or amount of Contributions, or the amount of any
Project Funding payment to be made to you or the Project Entity under this Agreement.
Contributing to Projects

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Indiegogo may provide you the opportunity to make Contributions to Project Postings on the Service. You
may contribute to any Project with an open Funding Request in any amount you choose. You may contribute
to as many Projects as you like.
It is solely your choice to contribute to a Project. You understand that making a Contribution to a Project
does not give you any rights in or to that Project, including without limitation any ownership, control, or
distribution rights, and that the Project Entity shall be free to solicit other funding for the Project, enter into
contracts for the Project, allocate rights in or to the Project, and otherwise direct the Project in its sole
discretion. You further understand that nothing in this Agreement or otherwise limits Indiegogo's right to
enter into agreements or business relationships relating to Projects. Indiegogo does not guarantee that any
Project's Campaign Goal will be met. Any Perks offered to you are between you and the Project Entity only,
and Indiegogo does not guarantee that Perks will be delivered or satisfactory to you. Indiegogo does not
warrant the use of any Project Funding or the outcome of any Project.
Contributions to Projects are nonrefundable. Under certain circumstances Indiegogo may, but is under no
obligationto, seek the refund of Project Funding if the Project Entity misrepresents the Project or misuses
the funds. You acknowledge and agree that all your Contributions are between you, the Project Entity, and
the Processor only, and that Indiegogo is not responsible for Contribution transactions, including without
limitation any personal or payment information you provide to the Processor.

Indiegogo makes no representations regarding the deductibility of any Contribution for tax purposes. Please
consult your tax advisor for more information.
User Content

Some areas of the Service may allow Users to post feedback, comments, questions, and other information.
Any such postings, togetherwith Project Postings, constitute "UserContent." You are solely responsible for
your User Content that you upload, publish, display, link to or otherwise make available (hereinafter, "post")
on the Service, and you agree that we are only acting as a passive conduit for your online distribution and
publication of your User Content. You must be the owner of all the Intellectual Property Rights (as defined
below) in the User Content you post, or have explicit permission from the owner(s) of all such rights to post
the User Content on Indiegogo.

For the purposes of this Agreement, "Intellectual Property Rights" means all patent rights, copyright rights,
mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill,
trade secret rights and other intellectual property rights as may now exist or hereaftercome into existence,
and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state,
country, territory or other jurisdiction.

You agree not to post User Content that: (i) may create a risk of harm, loss, physical or mental injury,
emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person,
or to any animal; (ii) may create a risk of any other loss or damage to any person or property; (iii) may
constitute or contribute to a crime or tort; (iv) contains any information or content that we deem to be
unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal
privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous,
threatening, or otherwise objectionable; (v) contains any information or content that is illegal; (vi) contains
any information or content that you do not have a right to make available under any law or under contractual

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or fiduciary relationships; or (vii) contains any information or content that you know is not correct and
current. You agree that any User Content that you post does not and will not violate third-party rights of any
kind, including without limitation any Intellectual Property Rights, rights of publicity and privacy. Indiegogo
reserves the right, but is not obligated, to reject and/or remove any User Content that Indiegogo believes, in

its sole discretion, violates these provisions. You understand that publishing your User Content on the
Service is not a substitute for registering it with the U.S. Copyright, the Writer's Guild of America, or any
other rights organization.
Indiegogo takes no responsibility and assumes no liability for any User Content that you or any other Users
or third parties post or send over the Service. You understand and agree that any loss or damage of any kind
that occurs as a result of the use of any User Content that you send, upload, download, stream, post,
transmit, display, or otherwise make available or access through your use of the Service, is solely your
responsibility. Indiegogo is not responsible for any public display or misuse of your User Content. You
understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive,
indecent, or objectionable, and you agree that Indiegogo shall not be liable for any damages you allege to
incur as a result of such User Content.

You are solely responsible for your interactionswith other Indiegogo Users. We reserve the right, but have
no obligation, to monitor disputes between you and other Users.
License Grant

By posting any User Content on the Service, you expressly grant, and you represent and warrant that you
have a right to grant, to Indiegogo a royalty-free, sublicensable, transferable, perpetual, irrevocable,
non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit,
translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content
and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any
form, media or technology, whether now known or hereafterdeveloped for use in connection with the
Service.

Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited,
personal license to use the Service. Indiegogo reserves all rights not expressly granted herein in the Service
and the Indiegogo Content (as defined below). Indiegogo may terminate this license at any time for any
reason or no reason.

Assignment of Project-Related User Content

All User Content posted to a Project ("Project Feedback") shall be the sole and exclusive property of the
Content Creatorthat posted that Project. You hereby assign to the Content Creator, or its designee, all your
right, title and interest throughout the world in and to any and all Project Feedback you post to that Content
Creator's Project. You hereby waive and irrevocably quitclaim to the Content Creator or its designee and
Indiegogo any and all claims, of any nature whatsoever, that you now have or may hereafter have for
infringement of any and all Project Feedback you post to that Content Creator's Project. If you post a
Project, you acknowledge and agree that Indiegogo cannot take responsibility for your use of Project
Feedback and you use Project Feedback at your own risk. You hereby agree to indemnify, defend and hold
Indiegogo harmless from any liability arising from or relating to your use of Project Feedback.

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Use of Widgets

Indiegogo may give you the opportunity to post a "widget," or code that creates an Indiegogo graphic and a
link to the Site, on your personal blog, social network profile, or other locations on the Internet. You agree
that your use of Indiegogo widgets is subject to this Agreement, that you will not post any Indiegogo widget
on a web page containing content that is prohibited under the "User Content" section of this Agreement, and
that you will remove all Indiegogo widgets immediately upon termination of this Agreement.
Our Proprietary Rights

Except for your User Content, the Service and all materials therein or transferred thereby, including, without
limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks,
copyrights, photographs, audio, videos, music, and User Content (the "Indiegogo Content"), and all
Intellectual Property Rights related thereto, are the exclusive property of Indiegogo and its licensors. Except
as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any
such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce,
transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any
materials or content accessible on the Service. Use of the Indiegogo Content or materials on the Service for
any purpose not expressly permitted by this Agreement is strictly prohibited.
Eligibility

This Service is intended solely for Users who are thirteen (13) years of age or older, and any registration, use
or access to the Service by anyone under 13 is unauthorized, unlicensed, and in violation of this Agreement.
Indiegogo may terminate your account, delete any content or information that you have posted on the
Service, and/or prohibit you from using or accessing the Service (or any portion, aspect or feature of the
Service) for any reason, at any time in its sole discretion, with or without notice, including without limitation
if it believes that you areunder 13. If you areunder 18 years of age you may use the Service only if you
either are an emancipated minor, or possess legal parental or guardian consent, and are fully able and
competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set
forth in this Agreement, and to abide by and comply with this Agreement.

Privacy

We careabout the privacy of our Users. Click here to view our Privacy Policy. By using the Service, you are
consenting to have your personal data transferred to and processed in the United States.
Security
We have implemented commercially reasonable technical and organizational measures designed to secure
your personal information from accidental loss and from unauthorized access, use, alteration or disclosure.
However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or

use your personal information for improper purposes. You acknowledge that you provide your personal
information at your own risk.
DMCA Notice

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If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement
and is accessiblevia the Service, please notify Indiegogo's copyright agent, as set forth in the Digital
Millennium Copyright Act of 1998 ("DMCA"). For your complaint to be valid under the DMCA, you must
provide the following information in writing:

1. An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
2. Identification of the copyrighted work that you claim has been infringed;
3. Identification of the material that is claimed to be infringing and where it is located on the Service;
4. Information reasonably sufficient to permit Indiegogo to contact you, such as your address, telephone
number, and e-mail address;

5. A statement that you have a good faith belief thatuse of the material in the manner complained of is not
authorized by the copyright owner, its agent, or law; and
6. A statement, made under penalty of perjury, thatthe above information is accurate, and that you arethe
copyright owner or are authorized to act on behalf of the owner.
The above information must be submitted to the following DMCA Agent:

Name: Danae Ringelmann
Attn: DMCA Notice

Company: Indiegogo, Inc.
Address: 301 8th Street, Suite 225
San Francisco, CA 94103

Telephone & Fax: [phone]
Email: [e-mail]
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS

INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL
PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS' FEES.

Please note that this procedure is exclusively for notifying Indiegogo and its affiliates that your copyrighted
material has been infringed. The preceding requirements are intendedto comply with Indiegogo's rights and
obligations underthe DMCA, including 17 U.S.C. 512(c), but do not constitute legal advice. It may be
advisable to contact an attorneyregarding your rights and obligations under the DMCA and other applicable
laws.

In accordance with the DMCA and other applicable law, Indiegogo has adopted a policy of terminating, in
appropriate circumstances and at Indiegogo's sole discretion, members who are deemed to be repeat
infringers. Indiegogo may also at its sole discretion limit access to the Service and/or terminate the accounts
of any Users who infringe any intellectual property rights of others, whether or not there is any repeat
infringement.

Additional Representations and Warranties

You shall be solely responsible for your own User Content and the consequences of posting or publishing it.
In connection with User Content, you affirm, represent and warrant, in addition to the other representations
and warranties in this Agreement, the following:

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a. You are at least 18 years of age, and that if you are under 18 years of age you are either an emancipated
minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms,
conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to
abide by and comply with this Agreement.

b. You have the written consent of each and every identifiable natural person in the User Content to use such
person's name or likeness in the manner contemplated by the Service and this Agreement, and each such
person has released you from any liability that may arise in relation to such use.
c. Your User Content and Indiegogo's use thereof as contemplated by this Agreement and the Service will
not infringe any rights of any third party, including but not limited to any Intellectual Property Rights,
privacy rights and rights of publicity.
Third-Party Websites, Advertisers or Services

Indiegogo may contain links to third-party websites, advertisers, or services that are not owned or controlled
by Indiegogo. Indiegogo has no control over, and assumes no responsibility for, the content, privacy
policies, or practices of any third party websites or services. If you access a third party website from
Indiegogo, you do so at your own risk, and you understand that this Agreement and Indiegogo's Privacy
Policy do not apply to your use of such sites. You expressly relieve Indiegogo from any and all liability
arising from your use of any third-party website or services or third party owned content. Additionally, your
dealings with or participation in promotions of advertisers found on Indiegogo, including paymentand
delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You
agree that Indiegogo shall not be responsible for any loss or damage of any sort relating to your dealings
with such advertisers.

We encourage you to be aware of when you leave the Service, and to read the terms and conditions and
privacy policy of any third-partywebsite or service that you visit.
Indemnity

You agree to defend, indemnify and hold harmless Indiegogo and its subsidiaries, agents, managers, and
other affiliatedcompanies, and their employees, contractors, agents, officers and directors, from and against
any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not
limited to attorney's fees) arising from: (i) your use of and access to the Service, including any data or work
transmitted or received by you; (ii) your violation of any term of this Agreement, including without
limitation, your breach of any of the representations andwarranties above; (iii) your violation of any
third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property
Rights; (iv) your violation of any law, rule or regulation of the United States or any other country; (v) any
claim or damages that arise as a result of any of your User Content or any that are submitted via your
account; or (vi) any other party's access and use of the Service with your unique username, password or
other appropriate security code.
No Warranty
THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICE

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IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND,

WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, INDIEGOGO, ITS SUBSIDIARIES, AND ITS LICENSORS
DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE
SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT
ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS
OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED
THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL

BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF
DATA THAT RESULTS FROM SUCH DOWNLOAD.

INDIEGOGO DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY
FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH

THE INDIEGOGO SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN
ANY BANNER OR OTHER ADVERTISING, AND INDIEGOGO WILL NOT BE A PARTY TO OR IN
ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF
PRODUCTS OR SERVICES.

Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL

INDIEGOGO, ITS AFFILIATES, DIRECTORS, EMPLOYEES OR ITS LICENSORS BE LIABLE FOR
ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR
EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF
PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE
USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL
INDIEGOGO BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM
HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR
YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INDIEGOGO ASSUMES NO

LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF
CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,
RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICE; (III) ANY UNAUTHORIZED
ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL

INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF
TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR
THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD

PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE
INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED,

OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT
OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO
EVENT SHALL INDIEGOGO, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR LICENSORS BE
LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES,
LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO INDIEGOGO

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http://www.indiegogo.com/about/terms

DocuSign Envelope ID: C977D34B-EA91-4761-A8B2-7C0EA2860D08

HEREUNDER.

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS

BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN
IF INDIEGOGO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE
FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED
BY LAW IN THE APPLICABLE JURISDICTION.

The Service is controlled and operated from its facilities in the United States. Indiegogo makes no
representations that the Service is appropriate or available for use in other locations. Those who access or
use the Service from other jurisdictions do so at their own volition and are entirely responsible for
compliance with local law, including but not limited to export and import regulations. Unless otherwise
explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other
entities located in the U.S.

Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you,
but may be assigned by Indiegogo without restriction.
General

A. Governing Law. You agree that: (i) the Service shall be deemed solely based in California; and (ii) the
Service shall be deemed a passive one that does not give rise to personal jurisdiction over Indiegogo, either
specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal
substantive laws of the State of California, without respect to its conflict of laws principles. Any claim or
dispute between you and Indiegogo that arises in whole or in part from the Service shall be decided
exclusively by a court of competent jurisdiction located in Santa Clara County, California.
B. Notification Procedures. Indiegogo may provide notifications, whether such notifications are required by
law or are for marketing or other business related purposes, to you via email notice, written or hard copy
notice, or through conspicuous posting of such notice on our website, as determined by Indiegogo in our
sole discretion. Indiegogo reserves the right to determine the form and means of providing notifications to
our Users, provided that you may opt out of certain means of notification as described in this Agreement.
C. Entire Agreement/Severability. This Agreement, together with any other legal notices and agreements
published by Indiegogo via the Service, shall constitute the entire agreement between you and Indiegogo
concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent
jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this
Agreement, which shall remain in full force and effect.
D. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or
any other term, and Indiegogo's failure to assert any right or provision under this Agreement shall not
constitute a waiver of such right or provision.
Please contact us at [e-mail] with any questions regarding this Agreement.

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http://www.indiegogo.com/about/terms

DocuSign Envelope ID: C977D34B-EA91-4761-A8B2-7C0EA2860D08

UPDATES TO THIS AGREEMENT:

January 18,2008: We added prohibitions on false Project information in "Posting a Project," expanded and
clarified the Fundraising Rules in "Project Fundraising," added the section "Funding Accounts," explained
that Indiegogo is not responsible for Perks and modified the language relating to tax treatment of
Contributions in "Contributing to a Project," and stated again that you must have the rights to post User
Content in "User Content."

February 6, 2008: We added the following clarification to the section titled "Contributing to Projects": "You
understand that making a Contribution to a Project does not give you any rights in or to that Project,
including without limitation any ownership, control, or distribution rights, and that the Project Entity shall
be free to solicit other funding for the Project, enter into contracts for the Project, allocate rights in or to the
Project, and otherwise direct the Project in its sole discretion. You further understand that nothing in this
Agreement or otherwise limits Indiegogo's right to enter into agreements or business relationships relating to
Projects."

October 6,2008: We revised the "Project Fundraising" and "Contributing to Projects" sections to state that
when a Project does not meet its Campaign Goal, a contributor's options are to make the Contribution to the
Project anyway, or have the Contribution returnedto the contributor's Funding Account, and to include an
acknowledgment requirement for funded projects.

November 21, 2008: We revised the "Project Fundraising" and "Contributing to Projects" sections to reflect
the use of a third-party payment processor to handle Contribution transactions.
May 7, 2009: We added the following clarificationto "Project Fundraising" section: "Unless automated by
the Processor, Project Funding will be disbursed from the Funding Account to the Project Entity's bank
account according to the Project's disbursement details (set in the Funding section of the Project Profile). All
necessary fund transfers will take place on the Friday immediately following the point the disbursement
preference criteria are met."

August 3,2009: We revised "Project Fundraising section to clarify that the funding goal did not have to be
the amount of contributions the project owner is looking to raise by the service in total but ratherthe amount
neededto cover a specific phase of the project. We also clarified that 3rd party processing fees areremoved
from Project Funding upon disbursement.
September 9,2009: We revised the "Use of Our Service" section to include content creators as well as the
"Project Fundraising" section to clarify a project's acknowledgement requirements if it's successful with
fundraising.

April 21,2010: We revised the "Project Fundraising" section to reflect the introduction of cash rewards for
achieving campaign goals and deadlines.

May 6,2010: We added the "You may not use the Service for activities that" statement to the "Use of Our
Service" section.

March 5, 2012: We revised the "Project Fundraising" section to reflect the latest processing times for fund

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Indiegogo: Terms of Use

http://www.indiegogo.com/about/terms

DocuSign Envelope ID: C977D34B-EA91-4761-A8B2-7C0EA2860D08

transfers.
As seen in:
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• Variety
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Indiegogo: Terms of Use
DocuSign Envelope ID: C977D34B-EA91-4761-A8B2-7C0EA2860D08

enter email

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