Terms of Use

 

Linno Fund, Inc.

Effective Date: November 22, 2024

 

Welcome to Linno Fund! By using our website (“Site”) and services (“Services”), as well as any additional policies applicable to specific features, content, or functionalities (incorporated herein by reference), you agree to be bound by these Terms of Use.

 

 

Terms of Use

 

  1. What Is Linno Fund?
  2. User Obligations
  3. Campaign Owner Obligations
  4. Backing a Campaign
  5. Linno Fund’s Role
  6. Our Intellectual Property
  7. Your Intellectual Property
  8. How to report Copyright and other Intellectual Property issues
  9. Linno Fund’s Rights Concerning User Accounts; Termination
  10. Payment Services
  11. System Outages and Maintenance
  12. Unsolicited Idea Submission
  13. Indemnity
  14. No Warranty
  15. Disclaimer of Liability
  16. Export Compliance
  17. Waiver and Release (CA Residents)
  18. Legal Disputes Not Subject to Arbitration Will Be Handled In San Francisco, CA, and Subject to California Law.
  19. Legal Disputes Subject to Arbitration, Dispute Resolution, and Class Action Waiver
  20. Definitions
  21. Full Agreement Between You and Us
  22. Miscellaneous

 

 

IMPORTANT NOTICE: AGREEMENT TO ARBITRATION. BY ACCEPTING THESE TERMS, USERS AGREE TO RESOLVE DISPUTES WITH LINNO FUND THROUGH BINDING ARBITRATION. THIS AGREEMENT INCLUDES A WAIVER OF CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS, AS OUTLINED IN THE DISPUTE RESOLUTION, ARBITRATION, AND CLASS ACTION WAIVER SECTION BELOW.

 

Linno Fund reserves the right to modify these terms at any time. Changes will be effective upon posting a revised version unless stated otherwise. Continued access to or use of the services after the updated terms take effect indicates your acceptance of the changes. If significant updates are made, Linno Fund will notify users via the website, services, or other appropriate means.

 

Additional Policies

The following policies are part of these terms:

a. Help & Support Center

b. Linno Fund Privacy Policy

c. Linno Fund Cookies Policy

d. Guaranteed Delivery Terms, or the Guaranteed Delivery Policy (for campaigns participating in the Linno Fund Guaranteed Delivery Program).

 

The associated terms, policies, and guidelines apply to campaigns under the Guaranteed Delivery Program.

 

 

1.  What is Linno Fund?

 

Linno Fund is an online crowdfunding platform that brings Users together to support crowdfunding campaigns featuring innovative products, creative design, and inspired ventures. It allows Users to launch and 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.

 

 

2. All User Obligations

 

We grant you a limited, non-exclusive, non-transferable, and revocable license to use Our Services—subject to these 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 with 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. 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 Linno Fund immediately by contacting us at [email protected]. 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.

 

  • Terminating your account. You may submit a request to terminate your account by contacting us here. 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. These Terms, including our rights to User Content, survive termination of an account.

 

  • 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 infringes or violates other people’s rights, violates the law, or breaches any contract or legal duty you may have toward any party. You may not offer Perks that are illegal, violate any of Linno Fund’s policies, rules, or guidelines, or violate any applicable law, statute, ordinance, or regulation. All Users must abide by Our Community Guidelines. It is your responsibility to continuously monitor Community Guidelines as these may be updated from time-to-time at Linno Fund’s sole discretion.

 

  • Be truthful. Do not post information you know is false, misleading, or inaccurate. Do not 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’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. Do not run mail lists, listservs, or any kind of autoresponder or spam on or through the Site.

 

  • Respect the property of others. Do not distribute software viruses or any other programs 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.

 

  • 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 Our Site or Services, take actions to gain unauthorized access to any system, data, passwords, or other Linno Fund 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.

 

  • Fees. There are no fees for creating an account on the Site. Campaign Owners are charged a Platform Fee as a percentage of the Contributions they raise. In addition, Campaign Owners are charged a transaction fee by the third-party payment processor. Transfer fees, or bank delivery fees, are also applied each time Linno Fund sends funds to a Campaign Owners’ bank account. The Platform Fees and transfer fees/bank delivery fees are effective on the date that they are posted and will be announced on the Platform Fee page.

 

Should you violate any of the Terms of Use, We reserve the right to terminate, suspend, or take any other action related to your account at Our sole discretion. You may not access Our Site or Services if We have prohibited you from doing so.

 

 

3. Campaign Owner Obligations

 

When you create a Campaign on the Site and ask for Contributions, you understand that you are entering into separate legal agreements with both Linno Fund and your Contributors, and the following rules apply (in addition to all other Terms and Additional Policies).

  • Fulfill Perks. Make good faith efforts to fulfill the Perks associated with your Campaign in the timeframe that you communicate to Contributors, and prioritize the fulfillment of those Perks.

 

  • Be responsive. Respond promptly and truthfully to all questions posed in comments, messages, or updates, including any questions or requests Linno Fund makes to verify your ability to fulfill. If unresponsive or if a dispute arises between you and your Backers, Linno Fund may provide your name, legal mailing address, and email address to your Contributors or as required by law.

 

  • Updates. Provide substantive and quality updates at least once a month to Contributors. Immediately notify Contributors if there are obstacles or delays.

 

  • Issue refunds if unable to deliver. If you have received the Contributions from your Campaign but are unable to deliver Perks, issue refunds to Contributors.

 

  • Comply with laws. Comply with all applicable laws and regulations in statements concerning your Campaign and Perk(s), the use of Contributions, and delivery of Perks.

 

  • Be truthful and transparent. Campaign Team Members should be ready, willing, and able to substantiate claims your Campaign makes, including but not limited to product features and capabilities, the stage of product development, and timelines for delivery with verifiable evidence if requested. If you are unable to uphold claims, Linno Fund may terminate your account, withhold funds, provide your name, mailing address, and email address, or take other actions to enforce its rights under this Agreement and applicable law.

 

  • Respect privacy. Use Contributor information, including personally identifiable information (PII), solely for fulfilling the Perks and other Services. Do not disclose PII for other purposes without separate, verifiable consent obtained independently from Linno Fund.

 

  • Comply with EEA Data Controller Obligations. As a Campaign Owner, you 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”); 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); and the current Standard Contractual Clauses (“SCCs”) for Co-Controllers for international data transfers. Data transfers are in accordance with the SCCs and are detailed in the Privacy Policy.

 

  • Your data controller duties include:
    • Determining and qualifying the necessary legal basis or bases for your collection or processing of personal information;
    • Managing and reporting security incidents;
    • Transfers;
    • Entering into contracts with only data processors that provide adequate protections for personal data and including appropriate contractual language;
    • Maintaining records of your data processing activities;
    • Conducting any required data protection impact assessments; and
    • Implementing and maintaining all measures required pursuant to Article 32 of the GDPR.

 

  • Respond to EEA Data Subject Requests. You and Linno Fund 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. EEA data subjects may include Contributors or any other party whose information you obtained in relation to your Campaign. The party that receives the data request is responsible for responding to the request. Campaign Owner and Linno Fund shall reasonably cooperate and assist each other with these requests, to the extent that is legally permissible.

 

  • Comply with the CCPA as a Business. As a Campaign Owner, you will independently fulfill all duties required of “businesses” under the California Consumer Privacy Act (“CCPA”), including its implementing regulations. As a “business” under the CCPA, you will, without limitation:
    • Provide notices to consumers as required by the CCPA, including providing a privacy policy and a notice of financial incentives, as applicable;
    • Respond and honor access and deletion requests of consumers;
    • Comply with all CCPA requirements related to the “sale” of personal information, as that term is defined in the statute;
    • Implement reasonable security as required by the CCPA;
    • Maintain records as required by the CCPA, including records related to your receipt and responses to consumer access and deletion requests; and
    • Enter into appropriate contracts with vendors where required by the statute.

For clarity, the party that receives a consumer request related to the CCPA is responsible for responding to the request. Campaign Owner and Linno Fund shall reasonably cooperate and assist each other with these requests, to the extent that is legally permissible.

 

  • Platform fees. Campaign Owners are charged a Platform Fee as a portion of the Contributions they raise. These fees are effective on the date posted and may be updated from time to time.

 

  • Taxes. Contributions to Linno Fund campaigns may be classified as taxable income for Campaign Owners and any beneficiaries receiving funds directly. Linno Fund may request the tax identification number (TIN) of Campaign Owners and beneficiaries to report taxable income to the appropriate tax authorities. Tax documents will be provided to Campaign Owners if required by law. Linno Fund does not offer tax advice and recommends consulting a tax advisor. Additionally, shipping perks to contributors may create sales and use tax obligations for Campaign Owners and Contributors.

 

  • Respond to Requests from Linno Fund for Information about Your Campaign. Linno Fund does not guarantee any Campaigns or undertake the duty to investigate or moderate any statements made by a Campaign Owner (see section 4 below). However, Linno Fund may, but is not required to and undertakes no obligation to, request information from Campaign Owners to investigate possible breaches of this Agreement. The information Linno Fund may request includes, but is not limited to, information to support Campaign statements, evidence that the Campaign Owner is taking actions to deliver promised products, productions and shipping timelines and information, source documentation to substantiate product claims and Campaign promises, product prototypes, and personal information to confirm the identity of Campaign Owners, vendors, and suppliers. You agree that Linno Fund may employ third parties to assess the documents and your Campaign. You agree to provide this information to Linno Fund upon request. Failure to provide any of the requested information within 14 days, or a longer time provided by Linno Fund in writing, shall be deemed a material breach of this Agreement.

 

  • Funds withholding. Linno Fund may withhold funds for reasons including policy violations, fraud, or failure to provide requested information.

 

  • Refunds. Linno Fund offers limited refunds to Contributors in accordance with our Refund Policy. Refunds outside of our Refund Policy must be handled by the Campaign Owner, as Linno Fund has no obligation to provide refunds or intervene in disputes between Campaign Owners and Contributors. Linno Fund reserves the right to terminate User Accounts and remove Campaigns for any misuse of the Refund Policy. Additionally, Linno Fund retains the discretion to issue refunds outside of the Refund Policy on a case-by-case basis.

 

As a Campaign Owner, please note that you are solely responsible for fulfilling the commitments of your Campaign and delivering any promised Perks. Failure to meet these obligations, or any other legal responsibilities, may result in legal action from Contributors. In such cases, your legal mailing address and contact information may be shared with Contributors pursuing legal action.

 

 

4. Backing a Campaign

 

As a Contributor, the following rules apply when you make a Contribution:

  • Voluntary Contributions. All Contributions are made voluntarily and at the sole discretion and risk of the Contributor.

 

  • No guarantee of success or Perks. Linno Fund Does Not Guarantee that Campaigns Will Succeed or that Rewards Will Be Delivered or Deemed Satisfactory. By contributing to a Campaign, Backers are supporting an idea, project, or cause they care about and want to help bring to life. Like anyone engaging with an early-stage project, Backers accept the risk that the Campaign may face changes, delays, or unforeseen challenges, or that a Campaign, and its Rewards, might not come to fruition. Linno Fund does not guarantee or represent that Contributions will be used as promised, that Campaign Creators will deliver Rewards, or that the Campaign will achieve its goals. Linno Fund undertakes no duty to investigate claims made by Campaign Creators. Linno Fund also does not endorse, guarantee, make representations, or provide warranties regarding the quality, safety, morality, or legality of any Campaign, Reward, or Contribution, or the truth or accuracy of any User Content posted on the platform. The date to deliver a Reward is an estimate provided by the Campaign Creator (not Linno Fund), and there is no guarantee that the Campaign Creator will fulfill and deliver the Reward by that date. No transfer of title to tangible personal property occurs through Linno Fund.

 

  • Limited Refund. Linno Fund offers limited refunds to Contributors according to our Refund Policy. Refunds are only available if the Campaign is still active, the Contributor has not received a Perk (as confirmed by Linno Fund), and the Contribution has not been sent to the Campaign Owner. Linno Fund does not provide refunds outside the Refund Policy but may do so at our sole discretion. If a refund is not available under our Refund Policy, Contributors can Contact the Campaign Owner directly to request a refund. Linno Fund is not obligated to mediate or get involved in disputes between Contributors and Campaign Owners regarding refunds.

 

  • Credit Card Charges. When you contribute to a Campaign, your credit card will be charged the amount of your Contribution after you confirm and submit your payment.

 

  • Communication Between Campaign Owners and Contributors. After making a Contribution, Campaign Owners may need to contact you for details like your shipping address, preferences for a Perk (e.g., size or color of an item), or feedback about the Campaign or Perk. To receive a Perk, you may need to provide the requested information within a specific timeframe. Failing to do so could result in forfeiting the Perk. Campaign Owners should not ask for unnecessary information, such as Social Security numbers or banking details. If you receive a suspicious request, please contact us here.

 

  • Taxes Are Your Responsibility. Contributors are responsible for determining how to handle taxes related to their Contributions or receipt of Perks. Linno Fund does not provide tax advice or take responsibility for how Contributors manage these matters or any resulting financial consequences.

 

 

5. Linno Fund’s Role

 

  • Platform only. Linno Fund provides a platform for Users to create Campaigns and interact with others but does not endorse or guarantee the quality, safety, or accuracy of any Campaigns or User Content.
  • Discretionary actions. Linno Fund may remove User Content, cancel Campaigns, or refund Contributions at its sole discretion.
  • No tax or legal advice. Linno Fund does not provide tax or legal advice. Users are responsible for ensuring compliance with applicable laws.

 

 

6. Our Intellectual Property

 

  • Linno Fund Intellectual Property. Linno Fund’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 Linno Fund 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 Linno Fund Content. Linno Fund grants you a limited license (temporary, non-exclusive, non-sublicensable, and non-transferable) to access and use User Content and Linno Fund Content solely for use of the Services 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 Linno Fund Content unless We give you express written permission to do so. We reserve the right to revoke this limited license to access and use User Content and Linno Fund Content at any time and at Our sole discretion.

 

  • Linno Fund Trademark Policy. You may use the Linno Fund Marks only in accordance with Our Trademark Policy.

 

 

7. Your Intellectual Property

 

When you submit User Content to the Site or via the Services, you agree to the following terms:

You allow us to use your User Content. You grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, and transferable right to use, exercise, commercialize, and exploit the copyright, publicity, trademark, and database rights with respect to your User Content.

We can make changes to or delete your User Content. You grant us the right to make changes, edits, modifications, translations, formatting, or delete your User Content.

You have all legal rights to your User Content. You represent and warrant that:

  • You have all licenses, rights, consents, and permissions necessary to grant the rights set forth in these Terms to Linno Fund with respect to your User Content.
  • 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.
  • Linno Fund does 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 Our use or exploitation of your User Content.

 

 

8. How to Report Copyright and Other Intellectual Property Issues

 

We take intellectual property rights very seriously. We comply with intellectual property laws and industry best practices to maintain the integrity of Our Site and Services. The Digital Millennium Copyright Act (“DMCA”) sets out the procedure for reporting notices of alleged copyright infringement. Linno Fund also maintains policies concerning claims of trademark and patent infringement. We will respond to notices of alleged infringement in accordance with the law, as set forth in Our Intellectual Property Policy here.

For further details, or to submit a claim of copyright infringement, please visit Our Intellectual Property Policy. We will only respond to notices of alleged infringement submitted in compliance with Our Intellectual Property Policy here.

 

 

9. Linno Fund’s Rights Concerning User Accounts; Termination

 

  • We reserve the right to monitor, terminate, suspend, or delete any User Account at any time at Our sole discretion. We have no obligation to comment on any reasons for account monitoring, termination, suspension, or deletion.

 

  • We have no liability to you or third parties for any use of the Services associated with your account or Campaign. Upon suspension or termination of your account, you must cease all use of the Services and User Content. Your representations and warranties shall survive termination.

 

  • Linno Fund reserves the right to suspend or terminate a Campaign if it does not comply with this agreement or at its sole discretion. In the event of termination, Linno Fund may refund any and all Campaign funds received by a Campaign Owner to backers and may seek reimbursement from you for any funds you have already received from Linno Fund. Linno Fund may also avail itself of any of the remedies provided for in this Agreement and any remedies available to enforce its rights under this Agreement or applicable law.

 

 

10. Payment Services

 

Credit card payment processing services for Campaign Owners on Linno Fund are provided by Stripe, Inc. ("Stripe") and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the "Stripe Services Agreement"). As a Campaign Owner, you agree to be bound by the Stripe Services Agreement, as may be modified by Stripe from time to time.

As a condition to Linno Fund enabling credit card payment processing services through Stripe, you agree to provide Linno Fund with accurate and complete information about yourself and your business, and you authorize Linno Fund to share any such information with Stripe, as well as transaction information related to your use of the Stripe payment processing services. In all cases, standard credit card or other third-party processing fees apply in addition to any Platform Fees. We are not responsible for the performance of any third-party credit card processing or third-party payment services.

 

 

11. System Outages and Maintenance

 

The Site or Services may be unavailable for scheduled maintenance or other reasons, including unplanned outages and other malfunctions. We are not responsible if the Site or Services are unavailable, or if you lose any data, information, or User Content for any reason.

 

 

12. Unsolicited Idea Submission

 

We appreciate hearing from Our Users and welcome their comments or suggestions. However, ideas that you submit may be similar or identical to internal submissions or submissions received from another User or third party. When We refer to a “submission” in this paragraph, We mean any submission, comment, or suggestion (including, but not limited to, ideas, products, services, know-how, concepts, suggested changes, additions, or improvements) sent to Us via the Site or in any other manner about an existing product, service, or feature on the Linno Fund platform (“Unsolicited Idea Submission”).

If you send Us an Unsolicited Idea Submission, you agree as follows:

  • All Unsolicited Idea Submissions are non-confidential and non-proprietary and will be treated as such.
  • By submitting an Unsolicited Idea Submission, you hereby grant Linno Fund a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of, and display the Unsolicited Idea Submission, including, without limitation, in connection with the Site or Services, and 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 for the Unsolicited Idea Submission.
  • We are under no obligation to evaluate, review, or use any Unsolicited Idea Submission.

 

 

13. Indemnity

 

You agree to defend, indemnify, and hold harmless Linno Fund, Our subsidiaries and affiliated companies, and Our 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 your use or misuse of the Services, breach of these Terms, or violation of any applicable laws.

We reserve the right, at Our sole discretion and at Our own expense, to assume the exclusive defense and control of any matter for which you have agreed to indemnify Us. You agree to assist and cooperate with Us as reasonably required in the defense or settlement of any such matters.

 

 

14. No Warranty

 

LINNO FUND HAS NO FIDUCIARY DUTY TO ANY USER. THE SERVICES, LINNO FUND 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, NONINFRINGEMENT, OR COURSE OF PERFORMANCE.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, LINNO FUND 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.

LINNO FUND 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.

YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY SERVICES PROVIDED ON ANY THIRD-PARTY PLATFORM, IS ENTIRELY AT YOUR OWN RISK.

 

 

15. Disclaimer of Liability

Use the Services at your own risk. Linno Fund makes 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.

You release Us from all claims. When you use the Services, you release Linno Fund from claims, damages, and demands of every kind—known and unknown, suspected or unsuspected, disclosed or undisclosed—arising out of or related to the Services. All Content that you access or use through the Services is entirely at your own risk, and you solely are responsible for any resulting damage or loss to any party.

 

 

16. Export Compliance

 

You agree to comply with all applicable export and import control laws and regulations, including but not limited to the Export Administration Regulations, the International Traffic in Arms Regulations, and U.S. Office of Foreign Assets Control (OFAC) sanctions programs. You are solely responsible for ensuring compliance with these laws when using or distributing any third-party products obtained through Linno Fund.

For physical goods shipped to you, note that these items are regulated by the U.S. Government and authorized only for delivery to the designated destination and end-user. Reselling, transferring, or exporting these items to another country or individual is prohibited without first obtaining approval from the U.S. Government, or as otherwise permitted under U.S. law.

Indemnification for Non-Compliance: You agree to indemnify and hold Linno Fund harmless from any penalties, fines, legal fees, or related costs that arise due to your failure to comply with these export laws.

 

 

17. Waiver and Release (CA Residents)

 

If you are a California resident, you expressly waive the provisions of California Civil Code Section 1542, which states:

"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY."

By waiving this section, you agree to release Linno Fund from all claims, whether known or unknown, that could impact your agreement with us.

 

 

18. Legal Disputes Not Subject to Arbitration Will Be Handled In San Francisco, CA, and Subject to California Law.

 

For legal disputes that are not subject to arbitration, you agree to the following:

  • Venue and Jurisdiction: Any disputes will be handled exclusively in state or federal courts located in San Francisco, California.
  • Applicable Law: These Terms, as well as the relationship between you and Linno Fund, are governed by the laws of the State of California, without regard to its conflict of law provisions.

 

 

19. Legal Disputes Subject to Arbitration, Dispute Resolution, and Class Action Waiver

 

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

You and Linno Fund agree that the arbitration outlined here is connected to a transaction involving interstate commerce and will be governed by the Federal Arbitration Act (9 U.S.C. Section 1, et seq.). The interpretation and enforcement of these arbitration provisions will follow the Federal Arbitration Act.

This section is broadly interpreted to cover any and all disputes between us, including claims related to our relationship, whether based on contract, tort, statute, fraud, misrepresentation, or other legal theories. This also includes claims arising before these Terms or any prior agreement and those that may arise after these Terms end. The only exceptions are disputes involving intellectual property or small claims court cases, as described below.

By agreeing to these Terms, you agree to resolve disputes with Linno Fund as follows:

Pre-Arbitration Dispute Resolution

For all disputes, claims, or controversies (“Disputes”), whether pursued in court or arbitration, you must first allow us the opportunity to resolve the issue informally. Contact us at [email protected] with:

  1. Your name.
  2. Your address.
  3. A written description of your claim.
  4. The specific relief you seek.

If we cannot resolve the Dispute within 45 days, you may pursue arbitration or proceed to court, subject to the exclusions below.

 

Arbitration Procedures

If the Dispute is unresolved and is not excluded under this section, either party can initiate binding arbitration as the sole method of resolving disputes. Arbitration will proceed as follows:

All disputes will be handled by a single arbitrator in accordance with:

  • JAMS Streamlined Arbitration Rules for claims under $250,000.
  • JAMS Comprehensive Arbitration Rules for claims above $250,000.
  • Excludes any rules permitting or governing class actions.

You can find the JAMS rules and procedures here at this link.

To initiate arbitration, you must:

  • Submit a Demand for Arbitration detailing your claim and the damages sought.
  • Send three copies of the Demand, plus the filing fee, to:
    • JAMS, 2 Embarcadero Center, Suite 1500, San Francisco, CA 94111.
    • Send a copy to Linno Fund, c/o Corporation Service Company, 2710 Gateway Oaks Drive, Suite 150N, Sacramento, CA 95833-3502.

You will pay a $250 filing fee to start arbitration. If the arbitrator deems the arbitration non-frivolous, Linno Fund will cover all other JAMS fees, including arbitrator and hearing expenses. Each party is responsible for their own legal fees unless specified otherwise by arbitration rules or applicable laws.

 

Arbitration Location

  • If you live in the U.S., you may conduct arbitration in your local area or at the JAMS office in San Francisco, CA.
  • If you live outside the U.S., arbitration must be conducted at the JAMS office in San Francisco, CA.
  • Hearings, arguments, and conferences may be held telephonically or via video conference (e.g., Zoom), if agreed by both parties.

The arbitrator will have the exclusive authority to resolve disputes about the interpretation, enforceability, or application of these Terms, including claims that any part of these Terms is void or invalid. The arbitrator can provide any relief available in court. Their decision will be final and binding, and it may be entered into any court with proper jurisdiction.

 

CLASS ACTION WAIVER: the parties agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. THIS MEANS THAT YOU AND LINNO FUND AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A LEAD OR REPRESENTATIVE CLASS PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. HOWEVER, THE PARTIES EXPRESSLY AGREE THAT SEPARATE INDIVIDUAL ARBITRATIONS SHALL BE CONSOLIDATED, UPON REQUEST BY EITHER PARTY, IF SUCH SEPARATE INDIVIDUAL ARBITRATIONS RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S). CONSOLIDATION MEANS THAT ANY AND ALL SEPARATELY INITIATED ARBITRATIONS THAT RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S) ARE ALL HEARD BY A SINGLE ARBITRATOR IN A SINGLE ARBITRATION. IF EITHER PARTY REQUESTS CONSOLIDATION OF MULTIPLE ARBITRATIONS, THEN THE PARTIES TO THE CONSOLIDATED CASE(S) WILL BE DEEMED TO HAVE WAIVED THEIR RIGHT TO DESIGNATE AN ARBITRATOR AS WELL AS ANY CONTRACTUAL PROVISION WITH RESPECT TO THE SITE OF THE ARBITRATION. THE FOLLOWING FACTORS MAY BE CONSIDERED IN REQUESTING A CONSOLIDATION OF ARBITRATIONS:

 

  • The arbitrations have a common question of law or fact;
  • The issues in the multiple arbitrations are largely identical;
  • There are common claims, disputes, defenses, and relationships between or among the parties in the different arbitrations;
  • One or more parties is named in multiple pending arbitrations;
  • The arbitrations relate to the same campaign featured on Linno Fund’s platform;
  • Consolidation will save time and resources;
  • One party will be seriously prejudiced by having multiple arbitrations heard separately.

By agreeing to these Terms, you are waiving your right to trial by jury or to participate in a class action. We are also waiving these rights.

 

Exclusions from Arbitration

Notwithstanding the agreement to resolve disputes through arbitration, either party may:
 

  • Bring enforcement actions, validity challenges, or claims related to the misuse, infringement, or misappropriation of intellectual property, including theft, piracy, or unauthorized use, in state or federal court or before the U.S. Patent and Trademark Office to protect their intellectual property rights. For the purposes of this clause, "intellectual property rights" include patents, copyrights, moral rights, trademarks, and trade secrets but do not extend to privacy or publicity rights.
  • Seek resolution in small claims court for disputes or claims that fall within the jurisdictional limits of such courts.

 

 

30-Day Right to Opt-Out

You have the right to opt out of the arbitration and class action waiver provisions stated above. To opt out, you must send an email from the email address registered with your Linno Fund account to [email protected] with the subject line: "ARBITRATION AND CLASS ACTION WAIVER OPT-OUT."

Your email must include the required language and be sent within thirty (30) days of the later of the following dates:
(i) the creation of your Linno Fund account or your first transaction with Linno Fund (whichever comes first); or
(ii) the date you were notified of a material change to this section by email.

If you properly opt out, you will retain the ability to pursue potential claims in a court of law and may participate in class action lawsuits or proceedings if desired. If you do not follow the opt-out process, you agree to resolve disputes through arbitration as stated. If you choose to opt out, Linno Fund will also be entitled to litigate disputes in court and may be subject to class action litigation.

 

Severability

If any part of this section on Dispute Resolution, Arbitration, and Class Action Waiver is found to be invalid or unenforceable by a court or arbitrator, that portion will be severed or modified only to the extent necessary to make it lawful. This modification or severance will not affect the enforceability of the remaining provisions in this section or the Terms overall. Any invalid portion will be deleted, added to, or rewritten in a manner that best preserves the original intent of the parties.

The relationship between you and Linno Fund and these Terms shall be governed in all respects by the laws of the State of California, without regard to its conflict of law principles. This section on “Dispute Resolution, Arbitration, and Class Action Waiver” will remain in effect even if your account, these Terms, or your use of the Services is terminated.

 

 

20. Definitions

 

For the purpose of these Terms, the following definitions apply:

  • "Campaign Owners" or "Campaigners": Users who create and run fundraising campaigns on the Linno Fund platform.
  • "Campaigns": Fundraising initiatives created by Campaign Owners and hosted through the Services.
  • "Content": Includes all software, technology, designs, materials, information, communications, text, graphics, links, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials, including their selection and arrangement, available through the Services.
  • "Contributors" or "Backers": Users who contribute funds to Campaigns.
  • "Contributions": Monetary donations made by Contributors to Campaigns.
  • "DMCA": Refers to the Digital Millennium Copyright Act of 1998, including its amendments.
  • "Linno Fund," "We," "Our," or "Us": Refers to Linno Fund, Inc., a Delaware corporation, including its parents, subsidiaries, affiliates, agents, representatives, employees, officers, and directors.
  • "Linno Fund Content": Content provided by Linno Fund to Users, including, but not limited to, software, platform services, and any proprietary materials.
  • "Infringement": Unauthorized or unapproved use of copyrighted material or other intellectual property rights.
  • "Marks": Trademarks, service marks, and logos used and displayed throughout the Services or within Linno Fund Content.
  • "Perks": Rewards or gifts (either tangible items or intangible services) offered by Campaign Owners to Contributors.
  • "PII": Personally Identifiable Information, as defined under applicable laws.
  • "Privacy Policy": Refers to Linno Fund’s Privacy Policy, which can be found at https://www.linnofund.com/page/privacy and is incorporated into these Terms by reference.
  • "Services": Refers to the Linno Fund platform, including the website, mobile applications, connected applications, and other tools provided for Users to create or support Campaigns.
  • "Site": The Linno Fund website(s).
  • "Terms" or "Terms of Use": Refers collectively to these Terms of Use, any Additional Policies, the Privacy Policy, all applicable laws, and all conditions or policies referenced herein.
  • "User," "You," or "Your": Refers to Campaign Owners, Contributors, or any other visitors or users of the Site or Services.
  • "User Content": Any content uploaded, transmitted, or posted to the Services by a User, including content in a Campaign.

 

 

21. Full Agreement Between You and Us

 

These Terms represent the entire agreement between you and Linno Fund regarding the Services. They supersede any prior agreements, communications, or proposals (oral, written, or electronic) between you and Linno Fund.

If any provision is deemed invalid or unenforceable, the remaining provisions will remain in full effect. Linno Fund’s failure to enforce any part of these Terms does not waive Our right to enforce them in the future.

 

 

22. Miscellaneous

 

Linno Fund may modify or discontinue Services at any time at Our discretion. No third-party beneficiaries exist under these Terms unless expressly stated. Any claims arising from these Terms must be filed within one (1) year after the cause of action arises, except where prohibited by law.