HaloBoost Terms of Use

 

The following is the Terms of Use (the “Terms”) of HaloBoost, Inc. effective August 21, 2016.  By using this website (the “Site”) and the services of HaloBoost (the “Services”), you agree to be bound by these Terms, as well as HaloBoost’s Privacy Policy, all applicable laws, and generally accepted notions of kind and respectful behavior. We may change these Terms at any time, posting the revised Terms on the site, affective from the date of posting.

 

 

DEFINITIONS

 

 

USE OF SERVICES

You must be at least 18 years old to use HaloBoost.  We reserve the right to deny or ban anyone from using our Site and Services.  At this point in time, posting a project on HaloBoost is by invitation only.

 

We also reserve the right to remove, prevent or prohibit any Project should we feel, in our sole discretion, that it violates our Terms in any way.  Additionally, we maintain the right to edit or delete Project pages, User’s account and comments posted on the Site, if we feel, at our sole discretion, that certain images, text, language, or meaning is in any way inappropriate.

 

We maintain the right to refuse or remove certain Gifts offered by a Project that we feel, at our sole discretion, are not appropriate or in keeping with HaloBoost standards.

 

 

LIABILITY

By agreeing to these Terms, you are agreeing to use the HaloBoost Site and Services at your own risk.  HaloBoost is not liable for any damages or losses occurred as a direct or indirect result of using our Site or Services.  

 

If you set up an account with HaloBoost, you are solely responsible for the truth and accuracy of all information you post to that account.  You are responsible for keeping your password confidential and for notifying HaloBoost if you believe your account has been breached.  

 

With regards to Projects: HaloBoost does not oversee or represent any Project.  As such, we encourage Boosters to do their own due diligence before boosting a project.  While we care deeply about all the Projects on our Site, we accept no responsibility for:

 

 

With regards to Boosters: HaloBoost is not liable for the validity of any pledge made by a Booster, including but not limited to, whether that Booster’s credit card is valid at the time of payment collection.   

 

With regards to The Angel Round:

 

 

 

DISPUTES

HaloBoost does not get involved in disputes between Users or between Users and third party companies related to our Site or Services (e.g. credit card processing companies) and makes no representation that any party will adhere to our Terms.

 

 

SERVICE FEES

We do not charge any fees for boosting a project.  Signing up for an account and launching a project on HaloBoost is also free.  If your project is successfully funded then we and our payment processor, Stripe, collect our fees.  Currently, our fee is 4.75% of the pledge (including shipping costs), and Stripe’s fee is 2.9% of the pledge (including shipping costs) plus .30 cents per transaction.  We will post a notice on our Site prior to any material changes in either of these fees. Updated fees will only be in effect for Projects launched after the posted change.  

 

 

PROHIBITED BEHAVIOR

 

 

ADDITIONAL PROHIBITED BEHAVIOR for Project Leaders/Teams

 

 

THE AGREEMENTS

When a Project solicits pledges on HaloBoost, it sets in motion a series of contractual agreements (“Agreements”) by and between Project Leaders, Boosters and the Charities. By using this Site, everyone involved is agreeing to adhere to the following Agreements. Any Agreement between the Project Leader and a Charity Partner or Booster is the sole responsibility of the Project Leader and failure to comply may subject them to legal action.  HaloBoost is not a party to any of these Agreements, and accepts no responsibility, nor mediates any disputes.

 

NOTE: The Pay-It-Forward Agreement is included as an addendum at the end of these Terms

 

 

AGREEMENT BETWEEN PROJECT LEADERS AND BOOSTERS

By posting a Project on HaloBoost, a Project Leader is inviting others to pledge money to their Project. If the Project reaches its funding goal:

 

 

Boosters should understand that they are funding the creation of something new, not buying an item already in production.  As such, there may be delays, changes or even a chance that the Project Leader is not able to deliver on what they promised.  Should this be the case, the Project Leader must make every reasonable effort to bring the project to a satisfying conclusion under the given circumstances.  This includes:

 

 

Sometimes a Gift will incur ADDITIONAL SHIPPING COSTS as determined by the Booster’s shipping address.  Once a Booster enters their shipping information, they will be informed of any additional costs and be given the opportunity to either accept the increased amount or cancel/edit their pledge and/or Gift.  

 

 

AGREEMENT BETWEEN PROJECT LEADER AND CHARITIES

By posting a project on HaloBoost, a Project Leader is capitalizing on the goodwill and social marketing efforts of HaloBoost’s Charity Partners.  Each of these Charity Partners grants the Project the right to use the Charity’s name in promoting themselves, as long as the Project’s stated involvement and contribution to the Charity are accurate and truthful.  In return the Project grants each Charity Partner:

 

 

With regards to a Guest Charity, a Project Leader/Team may NOT use the Guest Charity’s name, logo or any other trademarked material to promote themselves unless the Guest Charity has specifically granted the Project permission to do so.  Nonetheless, the Project grants its Guest Charity:

 

 

 

AGREEMENT BETWEEN CHARITIES AND BOOSTERS

When a Booster chooses a specific Charity to support, it grants that Charity permission to use the Booster’s email address to send further correspondence to the Booster IF AND ONLY IF there is an opt out feature, giving the Booster the option to take their name off the Charity’s mailing list, and receive no further correspondence.

 

PLEASE NOTE:  While each Charity is a registered 501(c)(3) non-profit, the portion of the Booster’s pledge that goes to the Charity is NOT tax deductible for the Booster.  Furthermore, any portion of the Project’s future sales paid to the Charity under the Pay-It-Forward Agreement are a tax deduction FOR THE PROJECT ONLY.

 

 

THE PROCESS OF FUNDING A PROJECT

To fund a project, the Project Leader posts a Project on HaloBoost sets a funding goal and a time limit to reach this goal (e.g. “We want to raise 1 million dollars in 30 days.”)  

 

For Projects seeking less than $100,000, HaloBoost uses an ALL-OR-NOTHING FUNDING MODEL, meaning the Project must meet or exceed its funding goal within the time frame set to receive the money that has been pledged.  If the Project fails to reach its goal the Booster’s credit cards will not be charged.  

 

If the time frame is 30 days, the Project will be closed to pledges at 11:59 pm PST on Day 30.

 

NOTE: Only the amount pledged is counted toward a project’s funding goal, NOT ANY ADDITIONAL SHIPPING COSTS.  As an example, if a Booster makes a $100 pledge and chooses a gift that requires additional shipping of $10, the Project’s pledge total increases by only $100, the amount of the pledge, and NOT $110, the pledge amount plus the additional shipping costs.

 

 

ANGEL ROUND

Projects seeking $100,000 or more that fail to reach their funding goal, qualify for the ANGEL ROUND, an additional 15-day period in which a Project Leader or Team can secure a loan or equity investment offline to make up the difference between the funding goal and the pledges received.  

 

For example, If the Project’s original time frame is 30 days, the Angel Round begins at 12:00 am PST on Day 31 and closes at 12:00 pm (noon) PST on Day 16 of the Angel Round, which would be Day 46 since the Project first went live.

 

A Project must show PROOF OF FUNDS demonstrating that the money raised offline plus the pledges raised through the campaign meet or exceed the original funding goal in order to have the Boosters’ credit cards charged and the pledges released to the project.  Proof of Funds includes a bank statement in the Project or Project Leader’s name, a letter for a lawyer, escrow agent, bank officer, etc.

 

THE ANGEL ROUND IS NOT A GENERAL SOLICITATION OF PRIVATE SECURITIES.  Only individuals that enjoy a substantial preexisting relationship with the Project Leader or members of the Project Team are allowed under SEC law to make a capital investment in the Project.

 

PLEASE NOTE: HaloBoost is not a registered broker-dealer and does not offer investment advice or advise on the raising of capital through securities offerings. HaloBoost takes no part in the negotiation or execution of transactions for the purchase or sale of securities, and at no time has possession of funds or securities. No transactions are advertised, executed or negotiated on or through the Site, and HaloBoost takes no fee or commission on any money raised during the Angel Round.

 

 

AMOUNT AND DISTRIBUTION OF PLEDGE MONEY 

The amount a Project receives is equal to all the pledges (plus additional shipping costs) collected, less payment processor and HaloBoost fees, and the 5% donation to Charity.  For a pledge of $100 wherein the Booster choose a gift that required additional shipping of $10, the breakdown would be as such:

 

$ 100 – Pledge

+  $10 – Additional shipping

---------

$ 110 – Total charge to Booster’s credit card

 

Less:

    $3.49 – Stripe fee = 2.9% of $110 plus 30 cents

    $5.23 – HaloBoost fee = 4.75% of $110

    $5.00 – Donation to Charity = 5.0% of $100

----------------

$ 96.28 = total amount of pledge received by the Project

 

 

ADDITIONAL TERMS FOR PROJECT LEADERS

 

 

 

 

THE PROCESS OF BOOSTING A PROJECT

When you support a Project on HaloBoost, you:

 

  1. Choose the Project;

  2. Indicate the amount you wish to pledge;

  3. Choose a Gift;

  4. Pick and a Charity to support;

  5. Select or don’t select an option (“Donation Option”) allowing you to send 5% of your pledge to that charity regardless of whether the project successfully funds or not;

  6. Provide your credit card information.  Your credit card will not be charged at this point.

  7. Provide the shipping location for your gift (if applicable).  If there is an additional cost associated with shipping to this location, you will be informed of the cost and allowed to either accept the additional cost and continue with your pledge or edit/cancel your pledge and/or gift choice.

 

In some instances, HaloBoost and Stripe may authorize or reserve a charge on your credit card for any amount up to the full pledge at any time between the pledge and the collection of funds.

 

Below are the different funding scenarios, showing how and when your Pledge would result in a charge on your credit card:

 

 

 

ADDITIONAL TERMS FOR BOOSTERS

 

 

 

 

 

THIRD PARTY WEBSITES

HaloBoost contains links to third-party websites, such as the sites of our Charity Partners and the various URL’s posted on project pages and User profiles.  We do not own or operate these sites, and Users visit these sites and use their services at their own risk.  

 

HaloBoost uses the company, Stripe, to handle our payment processing.  As such, all Users who pledge to or create a project are also agreeing to Stripe’s Terms of Use.

 

 

INTELLECTUAL PROPERTY – YOURS

HaloBoost does not own the User Content (the “Content”) submitted to or posted on the Site. However, to perform our Services, as well as related marketing and promotional activities, each User must grant HaloBoost, and others acting on our behalf, the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable right to use, exercise, commercialize, modify, publically perform, publically display, create derivative works and exploit the copyright, publicity, trademark, and database rights with respect to their Content.  

 

Each User represents and warrants that their Content contains no material that violates any third-party’s intellectual property rights, proprietary rights, privacy rights or rights to confidentiality, unless they have permission from the rightful owner and subsequently grant HaloBoost all rights mentioned above.  

 

Furthermore, Users are solely responsible for anything they post onto the Site, including any errors, omissions and other mistakes as well as any license or royalty payments.  In short, HaloBoost accepts no responsibility for anything a User may post to the site.

 

 

INTELLECTUAL PROPERTY – OURS

By using the Site and our Services, you agree not to change, translate or create derivative works of the Site and Service.  You further agree to respect all copyrights, trademarks, service marks and patents associated with the Site and Service as well as those associated with any projects that appear on the Site.

 

You may not use, reproduce, modify, distribute or license any content from the Site for commercial purposes – both that which belongs to HaloBoost and that created or posted by an individual User -- without first getting prior written permission for HaloBoost or the copyright holder for such material.

 

 

COPYRIGHT ISSUES

HaloBoost reserves the right to delete or disable any material it believes to be a copyright infringement and to delete that User’s account.

 

When dealing with issues of copyright infringement, we comply with The Digital Millennium Copyright Act of 1988 (the “DMCA”).  

 

If anyone believes that their work has been copied, they should notify us via email at copyright@haloboost.com and then prepare a written statement signed (either physical or electronic signature) by the copyright holder or someone authorized to act on behalf of the copyrighted material which includes:

 

 

This information should be mailed to:    

                        HaloBoost Inc.

                        Attn: DMCA Agent

                        611 S. Catalina Street

                        Suite 300C

                        Los Angeles, CA 90005

 

 

TERMINATING YOUR ACCOUNT

You can terminate your account anytime; however, all provisions of these Terms remain in effect beyond any account termination, including our rights to any material that has already been submitted.  Deleting your account will NOT delete any projects that have already been posted on the Site.

 

 

OUR RIGHTS

At this time, posting a project on HaloBoost is by invite only.  As such, HaloBoost reserves the right to reject, cancel, interrupt, remove, or suspend any project for any reason at any time.

 

We further reserve the right to:

 

 

HaloBoost is not liable for any damages that may arise as a result of the above-mentioned actions, nor will we provide comment or reason behind such actions.

 

 

WARRANTY

YOU USE THE HALOBOOST SITE AND SERVICES AT YOUR OWN RISK.  THEY ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR COURSE OF PERFORMANCE, DEALINGS OR USE OF TRADE.  NO ADVICE OR INFORMATION GIVEN TO YOU (EITHER WRITTEN OR ORAL) OR WORK PERFORMED ON YOUR BEHALF BY HALOBOOST, OUR CHARITY PARTNER, OR ANY REPRESENTATIVE, EMPLOYEE, CONTRACT WORKER OR AGENT OF HALOBOOST OR OUR CHARITY PARTNERS SHALL CREATE ANY WARRANTY.  

 

 

INDEMNIFICATION

You agree to defend, indemnify and hold harmless HaloBoost, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors and agents from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys' fees and other legal costs) and all amounts paid in settlement that arise from or relate to your use of the Services, breach of these Terms or violation of any laws. We reserve the right to assume the exclusive defense and control of any matter subject to this indemnification clause, in which you agree to assist and cooperate with HaloBoost in the defense or settlement of any such matters.

 

 

LIMITATION OF LIABILITY

HALOBOOST AND ITS AFFILIATES, CHARITY PARTNERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUBCONTRACTORS, CONTENT PROVIDERS AND LICENSORS WILL NOT BE HELD LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OF ANY KIND.  AND IN NO EVENT WILL HALOBOOST’S LIABILITY OR THAT OF ITS AFFILIATES, CHARITY PARTNERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUBCONTRACTORS, CONTENT PROVIDERS OR LICENSORS EXCEED ONE HUNDRED U.S. DOLLARS ($100.00) FOR OR ANY DIRECT DAMAGES.

 

 

DISPUTE RESOLUTION AND GOVERNING LAW

In the event of legal action, you hereby agree that HaloBoost, its Site, Services and these Terms are to be governed by and construed in accordance with the laws of the State of California and the United States of America, without respect to any principles of conflicts of laws, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods.  

 

You further agree that HaloBoost and its Services shall be deemed a passive website that does not give rise to personal jurisdiction over HaloBoost, either specific or general, in any jurisdiction(s) other than California, and that any action at law or action in equity shall be filed only in the state or federal courts located in Los Angeles County in the State of California.  You hereby consent and submit to the personal jurisdiction of these courts for the purposes of litigating any such action, and you irrevocably waive any right you may have to trial by jury in any dispute, action, or proceeding.

 

 

COOPERATION WITH AUTHORITIES

HaloBoost will cooperate with law enforcement officials and agencies in an investigation of alleged illegal activity regarding the use of our Site or Services and as required by law.

 

 

CONTACT INFORMATION

In the event of a dispute between a Booster and a Project Leader, such as the Project Leader’s alleged failure to comply with these Terms or fulfill a Gift, we may provide the Booster with the Project Leader’s contact information so that they may work to amicably resolve the issue.

 

 

ADDITIONAL ITEMS

These Terms and the material referenced herein represent the entire agreement between you and HaloBoost with respect to our Site and Services.  They supersede all other terms, agreements or proposals made between you and HaloBoost or any agents or representatives of HaloBoost, whether oral, written or electronic.

 

Should any provision of these Terms be found invalid under the law, that provision shall be eliminated or minimized as much as possible so the other provisions of these Terms may remain intact and fully enforceable.  The failure of either you or HaloBoost to exercise any right outlined in these Terms will not be construed as a waiver of any other rights.

 

These Terms relate to you.  You cannot assign, transfer, sublicense or delegate them without HaloBoost’s prior written consent.  However, HaloBoost does have the right to assign, transfer, sublicense or delegate any of its rights or obligations under these Terms without obtaining your permission.  HaloBoost will provide notice of such by posting the information on our website.

 

 

----ADDENDUM:  PAY-IT-FORWARD AGREEMENT----

 

The Pay-It-Forward Agreement is a promise made by the Project Leader(s) to that project’s Charity Partners and Boosters.  Since the fulfillment of this Agreement will take place offline and (most likely) over the course of a few years, we feel it necessary to break out this Agreement so it can stand on its own, while also falling under the umbrella of the Terms of Use.  

 

 

PAY-IT-FORWARD AGREEMENT

Following a SUCCESSFUL CAMPAIGN, the Project Leader hereby agrees to donate no less than 5% of all GROSS RECEIPTS generated by the Project to the Charity Partners associated with it, until all the PLEDGE MONEY RECEIVED by the Project has been paid forward to those Charities in accordance with the ALLOCATION SCHEDULE.

 

GROSS RECEIPTS shall be defined as all monies received through the sales, rental or license of the project, its product(s) and/or service(s) before subtracting out any costs or expenses.  As such, the 5% donation to Charity should be treated in the same manner as a sales commission or royalty (i.e. it “comes off the top.”)

 

Gross receipts DOES NOT include any and all money raised to start, continue or complete the Project including pledges, donations, gifts, investments or loans.

 

A SUCCESSFUL CAMPAIGN is defined as any Campaign that reaches at least 100% of its funding goal.  This can be accomplished through pledges made on the HaloBoost site within the Campaign timeline, or as a combination of pledges plus additional financing raised offline during the 15-days immediately following the close of the campaign, a period known as the “Angel Round.”

 

PLEDGE MONEY RECEIVED constitutes the actual money the Project takes in as a result of its Campaign.  It does not include: 1) additional shipping fees collected at the time of the pledge; 2) money received in the form of loans, gifts or equity during the Angel Round; 3) pledge(s) determined to be canceled, invalid or in default and therefore not received by the Project; and 4) all fees associated with the pledge including that of Stripe and HaloBoost as well as the initial 5% paid to Charity.

 

ALLOCATION SCHEDULE: Within ten (10) days of the successful close of the Project’s campaign, HaloBoost shall provide the Charity and the Project with an Allocation Schedule, outlining the exact percentage of Gross Receipts and total dollar figure due to each Charity.  

 

To calculate this percentage, we add up all the pledges of Boosters who selected a particular Charity and then divide that number by the total amount of pledges.

 


The Project Leader may elect to make these donations on a quarterly basis or annually, based on their year-end fiscal calendar.  In addition to the terms above, the Project Leader agrees to keep accurate accounting records and to provide both HaloBoost and the Charites with those records upon request.