Crew Mama Terms & Conditions
Last Updated: October, 12th 2021
Welcome to Crew Mama. We developed Crew Mama as a platform to help connect crews and gigs for seamless shoots all at your convenience, and at the speed that you need.
We have tried to draft these Terms of Service to be readable, if you have questions or want us to speak in plain English about any of the topics found here we will do our best at email@example.com!!! We love Crew Mama and helping you make more money, but the lawyers tell us all this stuff is a good idea.
Terms of Service Summary (the short version)
We provide you with software to manage your shoots and crew, manage your gigs, and post shoots; we will respect and protect your privacy, data and personal information. You run your event or campaign, service your attendees, protect your customers’ data, report & pay taxes, and observe all laws, rules, and regulations. Crew Mama may offer other services to you that may be subject to additional or different terms.
1. When you opt-in to the service, we will send you an SMS message to confirm your signup.
2. You will receive messages confirming purchases and transactions made via text along with instructional information from event organizers related to any events you may be attending.
3. You can cancel the SMS service at any time. Just text “STOP” to the short code. After you send the SMS message “STOP” to us, we will send you an SMS message to confirm that you have been unsubscribed. After this, you will no longer receive SMS messages from us. If you want to join again, just sign up as you did the first time, and we will start sending SMS messages to you again.
4. If at any time you forget what keywords are supported, just text “HELP” to the short code. After you send the SMS message “HELP” to us, we will respond with instructions on how to use our service as well as how to unsubscribe.
5. We are able to deliver messages to the following mobile phone carriers: Major carriers: AT&T, Verizon Wireless, Sprint, T-Mobile, MetroPCS, U.S. Cellular, Alltel, Boost Mobile, Nextel, and Virgin Mobile. Minor carriers: Alaska Communications Systems (ACS), Appalachian Wireless (EKN), Bluegrass Cellular, Cellular One of East Central IL (ECIT), Cellular One of Northeast Pennsylvania, Cincinnati Bell Wireless, Cricket, Coral Wireless (Mobi PCS), COX, Cross, Element Mobile (Flat Wireless), Epic Touch (Elkhart Telephone), GCI, Golden State, Hawkeye (Chat Mobility), Hawkeye (NW Missouri), Illinois Valley Cellular, Inland Cellular, iWireless (Iowa Wireless), Keystone Wireless (Immix Wireless/PC Man), Mosaic (Consolidated or CTC Telecom), Nex-Tech Wireless, NTelos, Panhandle Communications, Pioneer, Plateau (Texas RSA 3 Ltd), Revol, RINA, Simmetry (TMP Corporation), Thumb Cellular, Union Wireless, United Wireless, Viaero Wireless, and West Central (WCC or 5 Star Wireless). ***Carriers are not liable for delayed or undelivered messages***
6. As always, message and data rates may apply for any messages sent to you from us and to us from you. You will receive up to two SMS messages per transaction you make. If you have any questions about your text plan or data plan, it is best to contact your wireless provider. For all questions about the services provided by this short code, you can send an email to mama@crewmama.
Registering for Crew Mama
You provide us with basic information about you, your nonprofit, or business organization; we will seek to verify your information (we may work with third parties to do so) and approve your account unless deemed risky (by us or our payment processors). You give us permission to do all this, and to periodically update the information or we otherwise must decline to offer Crew Mama to you. There are some prohibited activities for which you may not use Crew Mama including, but not limited to, illegal activity, adult content, gambling, multi-level marketing, drugs, Intellectual property or proprietary rights infringement and Investment & credit services.
Receiving your Funds from Crew Mama Events
Funds from your events or donations (minus our fees) are paid to you at a schedule communicated to you once your Crew Mama Account is approved. A certain amount of your funds may be subject to an additional hold period (e.g. Reserve Account) with terms determined by your perceived risk and transaction history. You are responsible for refunds, returns, and liable for customer disputes (chargebacks).
Termination and Other Legal Terms
We can terminate this agreement at any time (especially if you do something bad). You can also terminate anytime. Termination is effective immediately. Termination does not alter your liability for processed transactions or related chargebacks.
Crew Mama Terms of Service (The Super Fine Print)
The Terms and Conditions described here constitute a legal agreement (“Agreement”) between Crew Mama user, nonprofit, or business organization listed as the “User” or “Admin” on the service registration page (sometimes referred to as “you,” “your”, “user”), and Crew Mama, Inc. encompassing Crew Mama (“Crew Mama”).
Section A: Crew Mama
1. Our Role
Crew Mama helps you accept and process credit card, debit card and other types of payments (collectively “Cards”) from your users that want to pay you for products or services or give donations. Crew Mama’s card processing service is Stripe, which supports US-issued cards and most non-US issued cards with a Visa, MasterCard, Discover, JCB, or American Express logo (collectively “the Card Networks”) including credit, debit, pre-paid, or gift cards.
Crew Mama is not a bank, or a money services business (“MSB”) and Crew Mama does not offer banking or MSB services as defined by the United States Department of Treasury. In addition, we do not assume any liability for the products or services purchased using Crew Mama.
2. Authorization for Handling of Funds
By accepting this agreement, you authorize us to hold, receive, and disburse funds on your behalf when such funds from your card transactions settle from the Card Networks. Settlement funds will be held in a deposit account at SunTrust pending disbursement of the funds to you in accordance with the terms of this contract. You agree that you are not entitled to any interest or other compensation associated with the settlement funds held by SunTrust pending settlement to your designated bank settlement account, that you have no right to direct that deposit account, and that you may not assign any interest in the deposit account at SunTrust.
3. Payment Methods
You may only process payments when authorized to do so by your customer. Crew Mama will only process transactions that have been authorized by the applicable Card Network or card issuer.
You are solely responsible for verifying identity of your customers, ensuring that they have authorized the transaction, and determining their eligibility to purchase your products and services. Crew Mama does not guarantee or assume any liability for transactions authorized and completed that are later reversed or charged back (see Chargebacks below). You are solely responsible for all reversed or charged back transactions, regardless of the reason for, or timing of, the reversal or chargeback. Crew Mama may add or remove one or more payment types or networks at any time. If we do so we will use reasonable efforts to give you prior notice of the removal.
4. Customer Service
We will provide you with customer service to resolve issues relating to your Crew Mama Account, use of Crew Mama, and the distribution of funds to your designated bank settlement account. You, and you alone, are responsible for providing service to your customers for any and all issues related to your products and services.
It is your responsibility to determine what, if any, taxes apply to the sale of your products and services and/or the payments you receive in connection with your use of Crew Mama (“Taxes”). It is solely your responsibility to assess, collect, report, or remit the correct tax to the proper tax authority. We are not obligated to, nor will we determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction. You acknowledge that we may make certain reports to tax authorities regarding transactions that we process, and that users or admins are ultimately responsible for the accuracy and submission of any reporting.
6. Your Data Security Obligations
You agree to comply with all applicable state and federal laws and rules in connection with your dissemination of any personal, financial, Card, or transaction information in your account on your event site or through Crew Mama. While Crew Mama helps to make compliance easier, you are solely responsible for compliance with any laws, regulations, or rules applicable to your organization.
7. Security and Fraud Controls
Crew Mama uses Stripe for Payment Processing, who is responsible for protecting the security of Payment Data in our possession and will maintain commercially reasonable administrative,
8. Suspicion of Unauthorized or Illegal Use
We reserve the right to not authorize or settle any transaction you submit which we believe is in violation of this Agreement, any other Crew Mama agreement, or exposes you, other Crew Mama users, financial services providers, or Crew Mama to harm or unnecessary risk, including but not limited to fraud and other criminal acts. You grant us authorization to share information with law enforcement about you, your transactions, or your Crew Mama Account if we reasonably suspect that your use of Crew Mama has been for an unauthorized, illegal, or criminal purpose.
9. Disclosures and Notices
You agree that Crew Mama can provide disclosures and notices regarding Crew Mama to you by posting such disclosures and notices through Crew Mama management dashboard, emailing them to the email address listed in your Crew Mama Account, mailing them to the address listed in your Crew Mama Account, or posting them to our website. You also agree that electronic disclosures and notices have the same meaning and effect as if we had provided you with a paper copy. Such disclosures and notices will be considered to be received by you within 24 hours of the time it is posted to our website or emailed to you unless we receive notice that the email was not delivered.
10. References to Our Relationship
You agree that, from the time you begin using Crew Mama until you terminate your account with us, we may identify you as a customer of Crew Mama. Neither you nor we will imply any untrue sponsorship, endorsement or affiliation between you and Crew Mama.
Section B: Registering your Crew Mama Account
Crew Mama products and services are only made available under this Agreement to persons in the United States that operate a business selling products or services, or to accept donations for a bona fide charitable organization. Crew Mama may not be used to accept payments for personal, family, or household purposes. To use Crew Mama, you will first have to register. When you register, we may collect basic information including your name, organization name, location, email address, tax identification number, and mobile phone number. If you have not
already done so, you will also be required to provide an email address and password for your Crew Mama Account. You may not register another account with Crew Mama if we have already rejected an account for your organization. If you believe your original application was rejected in error, please contact our Support team to review your account.
2. Prohibited Businesses
There are certain categories of businesses and business practices for which Crew Mama cannot be used (“Prohibited Businesses”). Many of these Prohibited Business categories are imposed by Card Network rules or the requirements of our banking providers or processors. We maintain a list here: Prohibited Businesses. By registering a Crew Mama Account, you confirm that you will not use Crew Mama in connection with any of the Prohibited Businesses. If you are uncertain as to whether a business is a Prohibited Business or have questions about how these requirements apply to your business, please contact us.
Section C: Processing Card Transactions, Receiving Your Funds, and Fees
1. Processing Card Transactions
As used in this Agreement, a “Chargeback” is a request that your customer files directly with an issuing bank to reverse or invalidate a processed payment, and a “Refund” means a reversal of a charge, in whole or in part, that you initiate. “Claim” means a challenge to a payment that you or a buyer/ customer files directly with Stripe. “Reversal” means Stripe reverses the settlement of funds from a processed card transaction that you received because (a) the card transaction is invalidated by the card issuer for any reason, (b) the settlement funds were sent to you in error for any reason, (c) the sender of the payment did not have authorization to send the payment (for example, the purchaser used a card that did not belong to him or her), (d) you received the payment for activities that violated this Agreement or any other agreement you have with Crew Mama, or (e) we decided a Claim against you.
We may offer you the ability to have funds settled to your bank account in a currency different from the one in which you accepted payment from a customer (“Multi-Currency Processing”). To use this service, you must provide us with a valid bank account for each currency for which you request settlement, based on our list of available settlement currencies. We may add or remove currencies from our list of available settlement currencies at any time. If you use Multi-Currency Processing, we will identify at the time of charge (through an API response) the conversion rate that will apply to the charge. If you Refund a charge, the conversion rate that will apply will be the rate in effect at the time of the Refund, not the charge. By submitting a charge or refund for processing you will be deemed to have accepted the rate. You may choose not to use the Multi-Currency Processing service at any time. You may change the bank account information or other settings associated with your use of Multi-Currency Processing, but any such changes will only affect subsequent charges.
2. Payouts and Transaction History
We will pay out funds settling from the Card Networks to your designated bank or card settlement account or by mailed check for your deposit (“Bank Account”) that you provide when registering your Crew Mama Account. Funds will be settled in the amounts actually received (less our Fees, as defined below) for transactions processed by Crew Mama. Any such funds paid to you prior to having been settled are considered preliminarily credited but may be Reversed if the transaction does not ultimately clear the Card Network. The actual timing of the transfers to your Bank Account of the settling funds will be subject to the Payout Schedule (as defined below).
3. Payout Schedule
“Payout Schedule” refers to the time it takes for us to initiate a transfer to your designated Bank Account of settlement funds arising from card transactions processed through Crew Mama. The settlement funds should normally be credited to your Bank Account or paid by check within 60 days of us initiating the payout. The initial transfer to your account may be delayed pending review of your account. We are not responsible for any action taken by the financial institution holding your Bank Account that may result in some or all of the funds not being credited to your Bank Account or not being made available to you. You can contact us at any time to inquire about changing the timing of your Payout Schedule and will be informed of the process and requirements for Crew Mama to review your Payout Schedule.
We reserve the right to change the Payout Schedule, suspend payouts to your Bank Account, or initiate a Reversal should we determine it is necessary due to pending disputes, excessive or anticipated excessive Chargebacks or Refunds, or other suspicious activity associated with your use of Crew Mama, or if required by law or court order.
4. Reconciliations and Errors
Transaction History will be available to you when you login to your Crew Mama management dashboard. You are responsible for reconciling your Transaction History with your actual transactions, and agree to notify us of any errors or discrepancies in your Transaction History (each an “Error”) arising from such reconciliation and verification. We will investigate reported Errors and attempt to rectify any Errors that you or we discover. In the event you are owed money as a result of an Error, we will transfer funds to your Bank Account in the next scheduled payout. While we may still work with you to reconcile Errors, your failure to notify us such Errors within 60 days of when it first appears on your Transaction History will be deemed a waiver of any right to amounts that may be owed to you in connection with any such Error, including any related charges.
If you submit or cause us to process transactions erroneously, you will contact us immediately.
We will investigate any reported erroneous transactions and attempt to rectify them by crediting or debiting your Bank Account as appropriate. Your failure to notify us of a processing error within 30 days of when it first appears on your Transaction History will be deemed a waiver of any right to amounts owed to you.
5. Refunds and Returns
You agree to submit all Refunds for returns of your products and services that you used Crew Mama to receive payment through Crew Mama to your customers in accordance with this Agreement and Network Rules. Network Rules require that you will (i) maintain a fair return, cancellation or adjustment policy; (ii) disclose your return or cancellation policy to customers at the time of purchase; (iii) not give cash Refunds to a customer in connection with a Card sale, unless required by law; and (iv) not accept cash or any other item of value for a Refund.
Full Refunds must be for the exact dollar amount of the original transaction including tax, handling charges, and other. The Refund amount may not exceed the original sale amount except by an amount equal to any reimbursements to customer for postage costs incurred for product returns. You will use best efforts to process all Refunds within 60 days after the original transaction date, and you acknowledge that Refunds processed after that time may not be capable of being processed.
Crew Mama will deduct the Refund amount (including any applicable Fees) from (i) settlement funds owed to you from processing of other card transactions, or (ii) funds in any Reserve Account. Where these funds are not sufficient, you authorize Crew Mama to initiate a debit entry to your Bank Account in the amount necessary to complete the refund transaction to the cardholder’s card. In the event Crew Mama cannot debit your Bank Account, you agree to pay all funds owed to Crew Mama immediately upon demand. You are solely responsible for accepting and processing returns of your products and services. We have no responsibility or obligation for processing such returns, or for responding to your customers’ inquiries about such returns.
A Chargeback is typically caused when a customer disputes a charge that appears on their bill. A Chargeback may result in the reversal of a transaction where you are immediately liable for the amount of the transaction. You can be assessed Chargebacks for (i) customer disputes; (ii) unauthorized or improperly authorized transactions; (iii) transactions that do not comply with Network Rules or the terms of this Agreement or are allegedly unlawful or suspicious; or (iv) any reversals for any reason by the Card Network, our processor, or the acquiring or issuing banks.
When a Chargeback is issued, you are immediately liable to Crew Mama for the full amount of the transaction related to the Chargeback plus any associated Fees, fines, expenses or
penalties (including those assessed by the Card Networks or our payment processors). You agree that Crew Mama may recover these amounts by debiting your Bank Account, debiting the Reserve Account, or setting off any amounts owed to you by us. If we are unable to recover funds related to a Chargeback for which you are liable, you will pay us the full amount of the Chargeback immediately upon demand. Where such amounts are not immediately paid to us, you agree to pay all costs and expenses, including without limitation attorneys’ fees and other legal expenses, incurred by or on behalf of us in connection with the collection of any unpaid Chargebacks unpaid by you.
If we reasonably believe that a Chargeback is likely with respect to any transaction, we may withhold the amount of the potential Chargeback from payments otherwise due to you under this Agreement until such time that: (a) a Chargeback is assessed due to a customer’s complaint, in which case we will retain the funds; (b) the period of time under applicable law or regulation by which the customer may dispute that the transaction has expired; or (c) we determine that a Chargeback on the transaction will not occur.
7. Contesting your Chargebacks
You or Crew Mama may elect to contest Chargebacks assessed against you. Crew Mama may provide you with assistance including notifications and support to help contest your Chargebacks, but we do not assume any liability for our role or assistance in contesting Chargebacks.
You agree to provide us with the necessary information, in a timely manner and at your expense, to investigate or help resolve any Chargeback. You also grant us permission to share records or other information required with financial institutions and Card Networks to help resolve any disputes. You acknowledge that your failure to provide us with complete and accurate information in a timely manner may result in an irreversible Chargeback being assessed.
If the Chargeback is not resolved in your favor, we may recover the Chargeback amount and any associated fees from you. We reserve the right, upon notice to you, to charge a fee for mediating or investigating Chargeback disputes.
8. Excessive Chargebacks
At any point, Crew Mama, Stripe, the Card Networks, or our payment processors may determine that you are incurring excessive Chargebacks. Card Networks typically consider Chargeback volume approaching 1% of your total processing volume to be excessive, although the level at which you are considered to have excessive Chargebacks may be more or less than that. Excessive Chargebacks may result in additional fees, penalties, or fines. Excessive Chargebacks may also result in (a) additional controls and restrictions put on your use of
Crew Mama, including without limitation, (i) changes to the terms of your Reserve Account, (ii) increases to your applicable Fees, or (iii) delays in your Payout Schedule; or (b) possible suspension or termination of your Crew Mama Account and access to Crew Mama. The Card Networks may also place additional controls or restrictions as part of their own monitoring programs for User or Admins with excessive Chargebacks.
9. Crew Mama Fees
You agree to pay all fees assessed by us to you for providing Crew Mama described in this Agreement (“Fees”). Except as otherwise stated in writing by Crew Mama, these fees will be calculated pursuant to the Fee Schedule linked to here and incorporated into this Agreement by reference. We reserve the right to revise our Fees with 30 days’ notice to you.
You additionally agree to remit payment for Crew Mama Fees of the net proceeds earned from all Crew Mama items paid for outside the Crew Mama system via check or alternate payment processor. Crew Mama will send an invoice for this amount which will be calculated at the close of events or campaigns based on NET 30 terms.
You acknowledge that you are also responsible for any penalties or fines imposed on Crew Mama or you by any Card Network or financial institution as a result of your use of Crew Mama.
10. Our Collection Rights
To the extent permitted by law, we may collect any obligations you owe us under this Agreement by deducting the corresponding amounts from the Reserve Account or from funds payable to you arising from the settlement of card transactions, including funds from another one or your Crew Mama Accounts. Fees will be assessed at the time a transaction is processed and will be first deducted from the funds received for such transactions. If the settlement amounts or Reserve Account are not sufficient to meet your obligations to us, we may debit the Bank Account registered in your Crew Mama Accounts for any amounts owed to us. Your failure to fully pay amounts that you owe us on demand is a material breach of this Agreement and you will be liable for our costs associated with collection in addition to the amount owed, including without limitation attorneys’ fees and expenses, costs of any arbitration or court proceeding, collection agency fees, and any applicable interest.
In some cases, we may require a personal guarantee from a principal from your business as a condition of our continuing to provide Crew Mama to you. If a personal guarantee is necessary, we will specifically inform you in advance.
In certain circumstances, we may determine that a Reserve Account is necessary to provide Crew Mama to you. Where needed, Crew Mama may, in its sole discretion, set the terms of your Reserve Account and notify you of such terms, which may require that a certain amount (including the full amount) of the funds received for your transaction is held for a period of time or that additional amounts are held in a Reserve Account. Crew Mama, in its sole discretion, may elect to change the terms of the Reserve Account at any time for any reason based on your payment processing history or as requested by our payment processors.
Crew Mama may fund the Reserve Account through (i) funds owed to you for transactions submitted through Crew Mama Service, (ii) debiting your Bank Account, (iii) through other sources associated with your Crew Mama Account, or (iv) requesting that you provide funds to Crew Mama for deposit.
12. Security Interest
You grant us a lien and security interest in the Reserve Account, all transactions (including future transactions), any rights to receive credits or payments under this Agreement, and all deposits and other property of yours possessed or maintained by us on your behalf. You will execute, deliver, and pay the fees for any documents we request to create, perfect, maintain and enforce this security interest, even if such request is made after you have established a negative balance with Crew Mama.
Section D: License, Termination, and Other General Legal Terms
1. Your License to Use Crew Mama; Our Trademarks
Crew Mama grants you a personal, limited, non-exclusive, revocable, non-transferable license, without the right to sublicense, to electronically access and use Crew Mama solely to (a) accept and receive payments, (b) manage the funds you so receive, and (c) build applications utilizing Crew Mama in a manner consistent with this Agreement and the documentation available to you on our website. This license includes use of the APIs, documentation, images, support pages, and any updates thereto provided to you by Crew Mama. Where updates are subject to new or additional terms, we will update this Agreement or provide notice to you. We may terminate this license at any time if you use Crew Mama or content, except as permitted by this Agreement.
We may also periodically make available certain Crew Mama logos, trademarks, or other identifiers for your use (“Crew Mama Marks”). If we do so, you will use them subject to any accompanying guidelines, as provided and unaltered. Crew Mama may limit or revoke your ability to use Crew Mama Marks at any point. All rights not provided with Crew Mama Marks are expressly reserved by Crew Mama. We may change Crew Mama Marks from time to time. In the event that Crew Mama Marks are changed, you will (a) use the current version of Crew Mama Marks and (b) use Crew Mama Marks consistent with any accompanying guidelines, as provided and unaltered.
Crew Mama provides you a limited license to use Crew Mama as described in and subject to this Agreement. Each of the foregoing is licensed and not sold, and we reserve all rights not expressly granted to you in this Agreement. Crew Mama is protected by copyright, trade secret and other intellectual property laws. We own all interest, title, and other worldwide IP Rights (as defined below) in Crew Mama and all copies of Crew Mama.
For the purposes of this Agreement, “IP Rights” means all patent rights; copyright, including rights in derivative works; 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 hereafter come into existence, including all applications and registrations, renewals, and extensions thereof, under the laws of any state, country, territory, or other jurisdiction.
You may choose to, or we may invite you to submit comments or ideas about Crew Mama, including without limitation about how to improve Crew Mama or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Crew Mama under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Crew Mama does not waive any rights to use similar or related ideas previously known to Crew Mama, or developed by its employees, or obtained from sources other than you.
The Agreement is effective upon the date you agree to it (by electronically indicating acceptance) and continues so long as you use Crew Mama or until terminated by you, and/or Crew Mama.
You may terminate this Agreement by closing your Crew Mama Account at any time by following the instructions on our website in your Crew Mama Account profile. We may terminate this Agreement and close your Crew Mama Account at any time for any reason. We may suspend your Crew Mama Account and your access to Crew Mama and any funds in your Crew Mama Account, or terminate this Agreement, if (i) we determine in our sole discretion that you are ineligible for Crew Mama because of the risk associated with your Crew Mama Account, including without limitation significant credit or fraud risk, or for any other reason; (ii) you do not comply with any of the provisions of this Agreement; or (iii) requested by a Card Network or issuing financial institution.
5. Effects of Termination
Upon termination and closing of your Crew Mama Account, we will immediately discontinue your access to Crew Mama. Any funds in our custody will be paid out to you subject to the terms of this Agreement and your Payout Schedule.
Termination does not relieve you of your obligations as defined in this Agreement and Crew Mama may elect to continue to hold any funds deemed necessary pending resolution of any other terms or obligations defined in this Agreement, including but not limited to Chargebacks, Fees, Refunds, or other investigations or proceedings.
6. Your Liability
You are responsible for all Reversals, Chargebacks, Claims, fines, fees, penalties and other liability arising out of or relating to your use of Crew Mama and your breach of this Agreement. You are responsible for the accuracy of all reporting to donors or purchasers using Crew Mama. You will be required to reimburse Crew Mama for any liability we incur due to fulfillment or failure to fulfill obligations to your users, donors, or attendees, including delivery of products or services. Your liability will include the full purchase price of the item plus the original shipping cost (and in some cases you may not receive the item back). You will not receive a refund of any Fees paid to Crew Mama.
Without limiting the foregoing, you agree to defend, indemnify, and hold harmless Crew Mama, and their respective employees, directors, agents, and affiliates (collectively “Disclaiming Entities”) from and against any claim, suit, demand, loss, liability, damage, action, or proceeding arising out of or relating to (i) your breach of any provision of this Agreement; (ii) your use of Crew Mama with your site or app; (iii) your obligations to pay amounts owed under this Agreement, including without limitation any Reversals, Chargebacks, Claims, fines, fees, penalties and attorneys’ fees; (iv) negligence or willful misconduct of your employees, contractors, or agents; and (v) all third-party indemnity obligations we incur as a direct or indirect result of your acts or omissions (including indemnification of any Card Network or card issuer). Crew Mama may immediately remove such amounts from your Reserve Account and deduct the amounts owed for such liability to Crew Mama from such Reserve Account funds.
7. Representation and Warranties
All users and admins must represent and warrant to us that: (a) if you a are a sole proprietor, you are at least 18 years of age or, if you are under 18 years of age, you’ve obtained and can evidence consent from your parent or legal guardian to your execution of this Agreement and use of Crew Mama in the manner prescribed by Crew Mama; (b) you are eligible to register and use Crew Mama and have the right, power, and ability to enter into and perform under this Agreement; (c) the information you submit as part of your registration is current, accurate, and
complete; (d) any transaction submitted by you will represent a bona fide transaction for permitted products or services, or a charitable donation; (e) any transactions submitted by you will accurately describe the products or services sold and delivered to a purchaser, or a donation received for the purpose accurately described on your site or in your app; (f) you will not engage in any unfair, deceptive, or abusive acts or practices when utilizing Crew Mama; (g) you will fulfill all of your obligations to each customer for which you submit a transaction and will resolve any consumer dispute or complaint directly with the purchaser; (h) you and all transactions initiated by you will comply with all federal, state, and local laws, rules, and regulations applicable to your business, including any applicable tax laws and regulations; (i) except in the ordinary course of business, no transaction submitted by you through Crew Mama will represent a sale to any principal, partner, proprietor, or owner of your entity; and (j) you will not use Crew Mama, directly or indirectly, for any fraudulent or illegal undertaking, or in any manner so as to interfere with the normal operation of Crew Mama.
8. No Warranties
Crew Mama AND ALL ACCOMPANYING DOCUMENTATION ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF TITLE, ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OR THROUGH Crew Mama OR FROM (I) Crew Mama OR STRIPE; (II) THE PROCESSORS, SUPPLIERS OR LICENSORS OF Crew Mama OR STRIPE; OR (III) ANY OF THE DISCLAIMING ENTITIES WILL CREATE ANY WARRANTY FROM ANY DISCLAIMING ENTITY TO YOU. YOU SPECIFICALLY ACKNOWLEDGE THAT NEITHER Crew Mama HAVE ANY CONTROL OVER THE PRODUCTS OR SERVICES THAT ARE PAID FOR, WHETHER PROVIDED THROUGH YOUR SITE OR APP OR OTHERWISE, WITH Crew Mama, AND NEITHER Crew Mama CAN ENSURE THAT YOUR CUSTOMERS WILL COMPLETE A TRANSACTION OR IS AUTHORIZED TO DO SO.
WITHOUT LIMITING THE FOREGOING, THE DISCLAIMING ENTITIES DO NOT WARRANT THAT THE INFORMATION THEY PROVIDE OR THAT IS PROVIDED THROUGH Crew Mama IS ACCURATE, RELIABLE, OR CORRECT; THAT Crew Mama WILL MEET YOUR REQUIREMENTS; THAT Crew Mama WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT Crew Mama WILL FUNCTION IN AN UNINTERRUPTED MANNER OR BE SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT Crew Mama ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY SUBJECT MATTER DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF Crew Mama IS DOWNLOADED AT YOUR OWN RISK – YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD. THE DISCLAIMING ENTITIES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT HOW LONG WILL BE NEEDED TO COMPLETE THE PROCESSING OF A TRANSACTION.
THE DISCLAIMING ENTITIES DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH Crew Mama OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND NEITHER Crew Mama WILL BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
9. Limitation of Liability and Damages
IN NO EVENT SHALL A DISCLAIMING ENTITY BE LIABLE FOR ANY LOST PROFITS, LOSS OF DATA, OR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THIS AGREEMENT OR THE SERVICES, INCLUDING WITHOUT LIMITATION THE USE OF, INABILITY TO USE, OR UNAVAILABILITY OF Crew Mama. UNDER NO CIRCUMSTANCES WILL ANY OF THE DISCLAIMING ENTITIES BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR Crew Mama ACCOUNT OR THE INFORMATION CONTAINED THEREIN, OR YOUR FAILURE TO USE OR IMPLEMENT SECURITY CONTROLS THAT ARE APPROPRIATE FOR YOUR BUSINESS.
THE DISCLAIMING ENTITIES ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF Crew Mama; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF SERVERS USED IN CONNECTION WITH Crew Mama AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (C) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM Crew Mama; (D) ANY SOFTWARE BUGS, VIRUSES, TROJAN HORSES, OR OTHER HARMFUL CODE THAT MAY BE TRANSMITTED TO OR THROUGH Crew Mama; (E) ANY ERRORS, INACCURACIES OR OMISSIONS IN ANY CONTENT OR INFORMATION, FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT OR INFORMATION, IN EACH CASE POSTED, EMAILED, STORED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH Crew Mama; AND/OR (F) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
WITHOUT LIMITING ANYTHING TO THE CONTRARY, THE DISCLAIMING ENTITIES’ CUMULATIVE LIABILITY TO YOU SHALL BE LIMITED TO DIRECT DAMAGES AND IN ALL EVENTS SHALL NOT EXCEED IN THE AGGREGATE THE AMOUNT OF FEES PAID BY YOU TO Crew Mama DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.
THIS LIMITATION OF LIABILITY SECTION APPLIES REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, INCLUDING WITHOUT LIMITATION
CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER BASIS. THE LIMITATIONS APPLY EVEN IF Crew Mama HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
THE FOREGOING WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
Crew Mama excludes liability for loss of profit, loss of reputation and loss of anticipated savings (whether direct or indirect) and costs, expenses, damages and losses of an indirect and consequential nature, suffered or incurred as the case may be arising out of or in connection with Crew Mama’s breach of negligent performance or non-performance of this Agreement.
The maximum liability of Crew Mama under this Agreement shall be a sum no greater than 100% of the Platform Fees due to Crew Mama in the calendar year in which the liability arises.
Crew Mama is controlled and operated from facilities in the United States. Except where expressly stated otherwise, Crew Mama makes no representations that Crew Mama are appropriate or available for use in other locations. Those who access or use Crew Mama from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States, foreign and local laws and regulations, including but not limited to export and import regulations. You may not use Crew Mama from, or on behalf of persons or entities (a) in a country embargoed by the United States ,or (b) blocked or denied by the United States government. Unless otherwise explicitly stated, all materials contained in Crew Mama are solely directed to individuals, companies, or other entities located in the United States.
10. Disputes; Choice of Law; Jurisdiction and Venue
You agree that any disputes arising out of or relating to this Agreement or Crew Mama will be resolved in accordance with this Section 10.
This Agreement is governed by the laws of the State of South Carolina without regard to its choice of law provisions. The exclusive venue for any actions or claims arising under or related to this Agreement will be the state or federal courts located in Charleston, South Carolina. ALL PARTIES IRREVOCABLY WAIVE ANY AND ALL RIGHTS THEY MAY HAVE TO A TRIAL BY JURY IN ANY JUDICIAL PROCEEDING INVOLVING ANY CLAIM RELATING TO OR ARISING UNDER THIS AGREEMENT.
Headings are included in this Agreement for convenience only, and will not be considered in interpreting this Agreement. The Agreement does not limit any rights that we may have under trade secret, copyright, patent, or other laws. Our delay or failure to assert any right or provision
under this Agreement will not constitute a waiver of such right or provision. No waiver of any term of this Agreement will be deemed a further or continuing waiver of such term or any other term.
11. Right to Amend
We have the right to change or add to the terms of this Agreement at any time, and to change, delete, discontinue, or impose conditions on any feature or aspect of Crew Mama or software with notice that we in our sole discretion deem to be reasonable in the circumstances, such as on our website. Any use of Crew Mama or software after our publication of any such changes will constitute your acceptance of this Agreement as modified.
This Agreement and any rights or licenses granted hereunder may not be transferred or assigned by you without our prior written consent but may be assigned by us without consent or other restriction upon notice to you or where substantially all of Crew Mama’s assets are sold. Any attempt by you to assign this Agreement, or any rights or licenses granted herein, without Crew Mama’s express written consent will be null and void.
13. Change of Business
You agree to give us at least 30 days prior notification of your intent to change your organization’s information for payouts or other reporting.
This Agreement binds you and your respective representatives and permitted and approved successors (including those by merger and acquisition) or any permitted assigns.
15. Third-Party Services and Links to Other Websites
Additionally, you may be offered services, products, and promotions provided by or be presented links to websites operated by third parties (“Third-Party Services”) that utilize, integrate, or provide services related to the Service. If you decide to use these Third-Party Services or process credit cards through Crew Mama and use Stripe our Third Party Merchant Services Provider then, you will be responsible for reviewing and understanding the terms and conditions associated with these Third-Party Services. Stripe’s Terms of Services agreement is incorporated fully into this agreement. You agree that we are not responsible for the performance of Third-Party Services.
Our website may contain links to Third-Party Services as a convenience to you. The inclusion of
16. Force Majeure
No party will be liable for delays in processing or other nonperformance caused by such events as fires, telecommunications failures, utility failures, power failures, equipment failures, labor strife, riots, war, terrorist attack, nonperformance of our vendors or suppliers, acts of God, or other causes over which the respective party has no reasonable control, except that nothing in this section will affect or excuse your liabilities and obligations under Section D(10), including without limitation for Reversals, Chargebacks, Claims, fines, fees, refunds or unfulfilled products and services.
17. Responding to Legal Process
18. Entire Agreement
This Agreement constitutes the entire agreement between you and Crew Mama. In the event of a conflict between this Agreement and any other Crew Mama agreement or policy relating to the subject matter herein, this Agreement will prevail. These terms and conditions describe the entire liability of Crew Mama and our vendors and suppliers (including processors), set forth your exclusive remedies with respect to Crew Mama, and define your access and use of Crew Mama. If any provision of this Agreement (or portion thereof) is held to be invalid or unenforceable under applicable law, then it will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.
In addition to any provision that is reasonably necessary to accomplish or enforce the purpose of this Agreement, the following sections of this Agreement will survive and remain in effect in
accordance with their terms upon the termination of this Agreement: Sections A(2) (“Authorization for Handling of Funds”), A(5) (“Taxes”), A(6) (“Your Data Security Obligations”), A(7) (“Security and Fraud Controls”), C(4) (“Reconciliations and Errors”), C(5) (“Refunds and Returns”), C(6) (“Chargebacks”), C(8) (“Excessive Chargebacks”), C(9) (“Crew Mama Fees”), C(10) (“Our Collection Rights”), C(12) (“Security Interest”), D(2) (“Ownership”), D(5) (“Effects of Termination”), D(6) (“Your Liability”), D(8) (“No Warranties”), D(9) (“Limitation of Liability and Damages”), D(10) (“Disputes; Choice of Law; Jurisdiction and Venue”), D(14) (“Parties”), D(17) (“Responding to Legal Process”), D(18) (“Entire Agreement”) and D(19) (“Survival”).
That’s the whole agreement. We just want to make events more money!