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Terms & Conditions

HOLD THE DISPUTED AMOUNTS AND SHALL DISPERSE SUCH FUNDS AS REQUIRED BY THE OUTCOME OF THE DISPUTE.

● WRFS IS NOT A GUARANTOR OF ANY DONATIONS MADE, AND SHALL NOT BE LIABLE OR HELD RESPONSIBLE FOR ANY FAILURE BY A DONOR TO HONOR A DONATION, REGARDLESS OF WHEN SUCH FAILURE OCCURS. IF SUCH A FAILURE OCCURS, PROJECT OWNER'S SOLE RECOURSE SHALL BE AGAINST THE DONOR THAT FAILED TO HONOR SUCH DONATION.

IF A PROJECT OWNER MAKES A DONATION TO HIS/HER OWN PROJECT, PROJECT ("FILM") OWNER MAY ONLY DONATE UP TO HALF THE AMOUNT OF THE PROJECTS ("FILM") GOAL. PROJECT OWNERS MUST FULFILL THAT DONATION UPON THE SAME TERMS AS ANY OTHER DONOR. IF ANY SUCH DECLINE OF PAYMENT OCCURS, PROJECT OWNER AGREES THAT SAME SHALL BE DEEMED PRIMA FACIE EVIDENCE OF PROJECT OWNER'S INTENT TO DEFRAUD WRFS AND THE OTHER PROJECT SUPPORTERS, AND PROJECT OWNER SHALL BE SUBJECT TO ANY AND ALL AVAILABLE REMEDIES BY SUCH DEFRAUDED PARTIES, ALONG WITH POSSIBLE CRIMINAL CHARGES BY APPROPRIATE AUTHORITIES.

C. When your campaign is successful

  1. If a Partnership Project ("FILM") is successfully funded using WRFS'S platform and tools, the Project Owner is required to produce BTS photos, Poster and Trailer of the Project. Failure to do so, however, shall not result in any liability to WRFS, and Project Owner agrees to and shall be solely responsible for and indemnifies WRFS against any and all damages resulting from such failure (including without limitation for reasonable attorneys' fees and costs).
  2. If a Partnerships Project ("FILM") is successfully funded using WRFS'S and tools, Project Owner agrees to and shall acknowledge WRFS by including the WRFS name and logo in the credits of the completed Project, in accordance with the specifications provided on the Partnership Welcome Packet.
  3. Any release of Donations may be subject to verification of the identity of the Project Owner, the use of funds, and the timeline of the Project. The verification procedure may involve an interview and/or document review if deemed necessary and may vary from time to time in WRFS'S sole discretion. Project Owner agrees that Donations may only be used on behalf of the Project ("FILM"), and that Donations will not be used for any other purpose. Project owner agrees that if at any time while a Partnership is open or within thirty (30) days after the close of a Partnership, WRFS makes a good faith determination that the identity of the Project Owner or the timeline of the Project ("FILM") are not as represented on the Site or in the Project Profile, or that the Donations have not been used solely on behalf of the Project ("FILM"), the Project Owner will promptly refund the entire amount of Donations to the Donors, including any fees deducted. WRFS may change, amend, alter, or modify the rules regarding Partnerships at any time. If you do not accept a change we make to the Partnership rules and regulations, your sole remedy shall be to terminate your Project.
  4. Project Owner shall have full responsibility for applicable taxes for all Donations paid under this Agreement, and for compliance with all applicable labor and employment requirements with respect to your self-employment, sole proprietorship or other form of business organization, and with respect to your employees and contractors, including state worker's compensation insurance coverage requirements and any U.S. immigration visa requirements. Project Owner agrees to indemnify, defend and hold harmless WRFS from any liability for, or assessment of, any claims or penalties with respect to such withholding taxes, labor or employment requirements, including any liability for, or assessment of, withholding taxes imposed on WRFS by the relevant taxing authorities with respect to any Donations paid to you.
  5. The Project ("FILM") Donations that are distributed from WRFS to Project Owners may be taxable, and the Project Owner bears the responsibility to file income tax returns and to pay income tax on Donations if required. WRFS and/or the third-party payment processor, as applicable, will issue Form 1099 or Form 1099 k to persons provided Donations as it deems appropriate under applicable laws. Each Project Owner is required to submit to WRFS a W-9 Form in order to commence a Project. That form will reflect the full gross amount raised on the platform, Project Owners are advised to consult your tax advisor for more information on deducting site fees, credit card fees, etc; WRFS provides no tax or legal advice and none should be inferred by these Terms of Service or otherwise.
  6. All donations paid to a Project Owner will constitute "Donation," and the WRFS fee and all other Donation requirements will apply. WRFS is not responsible for any error or omission in the payment information provided by a Project Owner. If fundraising is successful, Project Funding, less WRFS fee and any third-party processing fees, will be available to the Project Owner two weeks after receipt of Donations via Bill Pay.
  7. Project Owners agree to post periodic updates regarding the status of the Project, including any changes or delays in the production schedule.
  8. Project Owner is required to produce the Project ("FILM") Trailer and Poster. Failure to do so, however, shall not result in any liability to WRFS, and Project Owner agrees to and shall be solely responsible for and indemnifies WRFS against any and all damages resulting from such failure (including without limitation for reasonable attorneys' fees and costs).
  9. Project Owner agrees to and shall acknowledge WRFS by including the WRFS name and logo in the credits of the completed Project ("FILM") in accordance with the specifications provided on the Site.

FISCAL SPONSORSHIP TERMS AND CONDITIONS

PLEASE READ THESE FISCAL SPONSORSHIP TERMS OF SERVICE (THIS "AGREEMENT" OR THE "WRFS TERMS OF SERVICE." WRFS TERMS OF SERVICE ARE INCORPORATED INTO THE TERMS OF SERVICE AND MADE A MATERIAL PART THEREOF BY REFERENCE) CAREFULLY BEFORE USING THE SERVICES OFFERED BY WRFS, INC. ("WRFS", "WE," "US"). THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE SITE AND/OR PARTNERSHIP WITH RESPECT TO ANY PROJECT ("FILM") UTILIZING DONATIONS, WHETHER YOU ARE A PROJECT OWNER, DONOR, AND/OR USER. ANY TERM USED BUT NOT DEFINED HEREIN SHALL HAVE THE MEANING ASCRIBED TO IT IN THE COMPANY'S TERMS OF SERVICE, WHICH CAN BE FOUND ABOVE, TO WHICH YOU ARE ALSO BOUND.

1. Recitals

WRFS is a multi-faceted entity that, among other endeavors, provides funding facilitation to independent filmmakers through fiscal Donations; and WRFS has arrangements with certain charitable, not-for-profit, and/or 501(c)(3) organizations (each a "Sponsor" or collectively, "Sponsors") that offer, provide, or intend to provide fiscal Donations for certain Projects ("FILMS") that plan to or are currently pursuing funding facilitation through WRFS. If you intend to use the Partnership services, you are bound by the Terms of Service and you agree as follows:

2. Services

WRFS at times may make available certain Projects ("FILMS") for fiscal sponsorship application with a Sponsor. Said Projects shall each be subject to both WRFS'S and the applicable Sponsor's independent terms and conditions. WRFS and Creator both understand and agree that the Project must complete Sponsor's fiscal sponsorship application process and be approved for fiscal sponsorship. The process is at Sponsor's sole discretion pursuant to its policies, application procedures, and applicable laws, rules and regulations. WRFS may assist you with any such Project, whether related to Sponsor's application process, providing support for Project, or otherwise; provided, however, that you understand and agree to be subject at all times to the terms and conditions of this Agreement and any Sponsor guidelines, rules, and/or requirements with respect to an applicable Project. In no instance, however, will We be required by this Agreement or otherwise to continue to work on and/or support any Project. By accepting these terms, you agree not to use the WRFS'S or Sponsor's name, brand(s), and/or intellectual property of any kind or nature except as specifically allowed by WRFS and/or Sponsor, and in any event will never use same in a negative, disparaging, ridiculing, mocking, or defamatory manner (regardless of the veracity or purported veracity of such use), which restriction shall extend to your owners, managers, employees, agents, and/or legal representatives.

3. Term; Acceptance of Terms

Agreement to these terms shall commence upon your acceptance by "checking-the box" regarding fiscal sponsorship and/or however else We reasonably require your agreement to such terms/conditions, and shall continue thereafter indefinitely (the "Term"). If you do not agree to the terms and conditions provided for herein, you will not be allowed to participate with or in any Sponsor-affiliated Partnerships through WRFS.

4. Limited Agent

Sponsors have appointed WRFS as Sponsors' non-exclusive agent for the limited purpose of receiving donations on behalf of certain Projects ("FILMS") approved for fiscal sponsorship by a Sponsor. With respect to each approved Project ("FILM"), We have agreed to report to Sponsor, in a timely manner, each donation less Transaction fees.

5. Independent Contractor

You understand and agree that other than the limited agent role in Section 4 above, the relationship of WRFS and a Sponsor shall be that of independent contractor and not as an employee, agent, representative (legal or otherwise) of the other for any purpose whatsoever, and neither party is or shall be liable for any benefits, taxes, or any other payments and/or obligations of the other party. This Agreement does not create any relationship of LLP, joint venture, or other agency between you and WRFS or any Sponsor, and you agree not to and shall not make any representation to such effect. You understand and agree that WRFS, as a platform for receiving donations to each Project ("FILM"), accepts certain fees in connection with each such Project ("FILM").

6. Disclaimers; Limitation of Liability; Indemnification

(A) WRFS hereby disclaims any and all responsibility, obligation and/or liability with respect to Sponsor's fiscal sponsorship of each Project (if and as applicable), and you understand and agree that at all times during the Term, Sponsor is solely responsible for maintaining its non-profit status (including without limitation its 501(c)(3) status, if applicable); failure by Sponsor to maintain such status is not Our responsibility and, to the extent you contribute to or have any involvement in such failure (by your use of the Service or otherwise), you hereby release and waive any and all claims you may have against WRFS pertaining to same.

(B) You understand and agree that WRFS is a 501c3 non-profit entity. If you choose to be associated with a Partnership that is fiscally sponsored or otherwise associated with a Sponsor, you do so with full knowledge of the same and you knowingly and willingly accept any risks associated with the same. We make no representations or warranties, including without limitation tax implications, if any, of working with or being a part of a Sponsor affiliated Project. You hereby indemnify and hold WRFS harmless for and against any and all damages, liability, claims, proceedings, and/or costs/expenses incurred by you with respect to any Sponsor-affiliated Project.

(C) You acknowledge that the disclaimers and protections contained in this Section 6 are reasonable and necessary in order to protect WRFS'S legitimate non-profit status, and that any violation of these provisions by you would result in damages to Us, for which you hereby agree to and shall indemnify WRFS (including for related attorneys' fees and costs). This Section 6 shall survive indefinitely.

7. Governing Law; Venue

The provisions of these WRFS Terms of Service shall be governed by the laws of the State of Oklahoma without regard to principles of conflicts of laws. You agree that any dispute concerning or pertaining to this Agreement shall be brought in the State or Federal Courts located in Muskogee, State of Oklahoma.

8. Miscellaneous

This Agreement is severable and if any provision or application thereof is held invalid, that invalidity shall not affect other provisions or applications of the Agreement which are still valid without the invalid provisions. The headings of this Agreement are for convenience only and shall not be used to interpret the terms of this Agreement. Your acknowledgement of these FS Terms of Service in the manner provided for by the WRFS shall be deemed your acceptance and approval of the same. You represent and warrant that you have the requisite authority to agree to this Agreement and abide by and be bound by its terms.

9. Waiver of Breach

No waiver of any breach of any term or provision of this Agreement shall be construed to be, nor shall be, a waiver of any other breach of this Agreement. No waiver shall be binding unless in writing and signed by the party waiving the breach.

10. Miscellaneous

This Agreement is an integrated document and constitutes and contains the complete understanding and agreement of the parties with respect to the subject matter addressed herein. To the extent this Agreement is applicable to you, in the case of any conflict between any provision (or portion thereof) of these WRFS Terms of Service and the Terms of Service, this Agreement shall govern with respect to such provision (or portion thereof) only, and you agree to continue to be bound by all other provisions hereof and/or in the Terms of Service. If you have any questions regarding these Terms of Service, please feel free to contact the WRFS.

Disclaimer of Liability

READ THE FOLLOWING CAREFULLY AS IT LIMITS OUR LIABILITY.

The WRFS Service is provided "AS IS," without warranties of any kind. We expressly disclaim any representations and warranties, including without limitation, the implied warranties of merchantability and fitness for a particular purpose. We shall have absolutely no liability in connection with the WRFS Service or any other services provided by WRFS including without limitation, any liability for damage to your hardware, software, and business resulting from the WRFS Service or otherwise.

We make no warranty, representation or guarantee as to WRFS Service. We make no warranty, representation or guarantee that the WRFS Service will be uninterrupted or error free or that any defects can be corrected.

DONORS TERMS AND CONDITIONS

WRFS provides Donors the opportunity to follow any of the campaigns currently funded or that have completed funding. A "follower" is defined as an individual user who clicks the "follow" button in order to receive campaign updates or to participate in making donations to projects ("FILMS"), or to stay in touch with a completed project ("FILM"). Each follower's account must be attached to a valid and verifiable email address that belongs to the person named on the account.

WRFS also provides Users the opportunity to make donations to any Project "(FILM") listed on our Site during the designated Partnership period. You can make donations to as many Projects ("FILMS") as you choose.

Donations

A Donor can make a donation of any amount (except for Project Owners; only half of "Goal" amount can be donated). At the time a cash donation is made, Stripe will add the Donor's required credit or debit card information to its payment system, as applicable (and depending on the card provider, Donor may see a pre-authorization), and the Donor will be asked upon checkout if they would like to add a tip to their donation to help cover the cost of WRFS services on behalf of its creators. If you made a cash donation to your Project ("FILM") it can only be half of the Projects ("FILM") Goal. WRFS "Donors" are subject to the Donors Terms and Conditions.

What happens when you donate to a Project:

  1. You automatically become a "follower" and will receive updates via email notification from the Project Owner when applicable. You can opt-out of these updates in your notify Project Owner via Email.
  2. You can opt to donate to a Project anonymously. Validation of donation amount will still be sent to the email on file.
  3. WRFS provides to the Project Owner each Donors email (unless donation is anonymous) and donation amount, incentive selection, as well as other details provided by the Donor.

Donors agree:

  1. to provide their payment information at the time they donate to a Project ("FILM") as required by WRFS and/or any Company-approved third-party payment processors (such as Stripe). The amount Donors donate is the amount they will be charged.
  2. to authorize WRFS and its third-party payment processors to charge on Donors payment card or other payment method for an amount up to the full donation and additional tips and other Donations.
  3. to have sufficient funds or credit available at the time donations are made.

Additional Supporter terms:

  1. By starting a Project ("FILM") through Partnership with WRFS, the Project Owner is offering the public the opportunity to enter into a contract with the Project Owner to provide donations to the Project ("FILM"). By being a Donor, the Donor accepts that offer and a contract between the Project Owner and the Donor is formed. WRFS is not a party to that agreement between the Project Owner and the Donor.
  2. Donor agrees that, after a cash donation is made, such Donors shall update such Donor's payment information so as to make sure such cash donations can be fulfilled. As a condition of WRFS enabling payment processing services through Stripe, you agree to provide WRFS accurate and complete information about you and (if applicable) your business, and you authorize WRFS to share it and transaction information related to your use of the payment processing services provided by Stripe. WRFS shall have no liability for transactions or interactions with the third-party payment processor.
  3. If you donate cash to a Project ("FILM"), transactions are non-refundable by WRFS. These donations are made at your sole risk and based on your sole discretion. You are solely responsible for determining whether a donation (or any portion thereof) is tax-deductible, and are advised to consult a tax professional; provided, however, that You fully understand and agree that your donation may very well not be tax-deductible and that WRFS makes no such determination or provides any guidance whatsoever with respect to same.
  4. Any tips to WRFS collected as a part of the project ("FILM") contribution are non refundable.
  5. WRFS does not warrant or guarantee the use of any Donations or the outcome of any Project ("FILM") and specifically disclaims any responsibility with respect to the same.

A DONOR UNDERSTANDS AND AGREES THAT IT HAS A LEGAL OBLIGATION TO MAKE GOOD ON A DONATION, FAILURE TO DO SO MAY RESULT IN LEGAL ACTION AGAINST SUCH DONOR BY THE PROJECT OWNER.

Making a donation does not:

  1. Give you any rights in or to that Project ("FILM"), including without limitation any ownership, control, equity, investment or distribution rights;
  2. Give you any rights to limit the ability of the Project Owner to solicit other funding for the Project ("FILM"), enter into contracts for the Project ("FILM"), allocate rights in or to the Project ("FILM") or direct the Project ("FILM") or Project Owner in any way;
  3. Give you rights to distribute, license, or otherwise screen the film except as agreed upon with the Project Owner;
  4. Give you any rights to restrict or otherwise limit WRFS'S right to enter into agreements or business relationships or partnerships relating to Projects ("FILM"), or provide you any rights in and to WRFS, the Site and/or the Service. The only rights provided to you upon making a donation are as specifically set forth herein and on the Site.
  5. Grant you any rights to demand a refund from a Project Owner unless the Project Owner is unable or unwilling to complete the Project ("FILM"), Misappropriated Funds or cancels the Project ("FILM").

Project Extension

From time to time, WRFS may deem that a Project ("FILM") requires more time for its fundraising campaign. If the Project Owner agrees, WRFS may grant a Project ("FILM") a campaign time extension. This is for the benefit of the Project Owners and its Donors. Donors who have made donations to these Projects may not revoke their donations based on a Project extension.

Project Success

WRFS does not guarantee that any Project's ("FILM'S") funding goals will be met. A Donor is responsible for any due diligence they deem necessary to decide to make a donation. WRFS may at its sole discretion and judgment require the refund of donations, but is under no obligation to do so for successful Projects ("FILMS"). Donors acknowledges and agrees that your donations are between Donor and the Project Owner, and that WRFS is not responsible for donation transactions, including without limitation any personal or payment information Donors provide.

Incentives

Project owners may not offer as an incentive, nor may a Donor receive: investment allocation or "back-end points" on a project ("FILM"); raffle or contest entry; cryptocurrency or NFTs; or access to controlled substances.

WRFS does not represent, warrant or guarantee: Incentives will be delivered; Incentives will be satisfactory to you; or the use of donations or the outcome of the campaign.

Deductibility; No Tax Representations

WRFS makes no representations regarding the deductibility of any donation for tax purposes. Donors are directed to consult your tax or legal advisor for more information. Make note that Washita River Film Society is a Public Charity that falls under the 501c3 statues.