Last updated: April 23, 2021
1. Introduction and Acceptance
Carrd Inc., a Delaware corporation ("Carrd", "Company," "we", "us" and "our"), offers you access to https://carrd.co, an online interactive website builder and hosting platform (the "Website") that allows you to create a website hosted at a subdomain URL using the "carrd.co", "crd.co", or "uwu.ai" domain, or a custom domain provided by you (each a "Site").
"You" means any individual or entity using our Services. If you use our Services on behalf of another person or entity, you represent and warrant that you're authorized to accept the Agreement on that person's or entity's behalf, that by using our Services you're accepting the Agreement on behalf of that person or entity, and that if you, or that person or entity, violates the Agreement, you and that person or entity agree to be responsible to us.
2. How the Website Works
- (C) If you become a registered user, you will provide true, accurate and complete registration information and, if such information changes, you will promptly update the relevant registration information. During registration, you will create a user name and password (an "Account"). You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing our Products. We will not be liable for any loss or damage arising from your failure to comply with this Section.
- (D) Becoming a registered user will provide you with a Basic plan, which is 100% free and provides access to use most of the Website Services.
- (E) Upon becoming a registered user, you will be prompted to fund your account by prepaying a balance through PayPal or a credit/debit card. All prepaid balances are the exclusive property of Carrd and can be used to purchase, renew or upgrade to a Pro Lite plan, a Pro Standard plan, a Pro Plus plan, or some variant thereof ("Pro plan"), which provides some additional features that are not available with our Basic plan. Optionally, the Pro plan may also be automatically renewed on an annual basis and remain in effect until cancelled by you.
- (F) If you have insufficient funds in your account to perform an upgrade or manual renewal, you will be prompted to pay for the difference using either PayPal or a credit/debit card to add to your account balance. Optionally, you may add a saved payment method (e.g. a credit card) to replenish your account balance or to automatically cover charges in excess of your account balance. If you have insufficient funds in your account to perform an automatic renewal and you do not have a saved payment method, your account will, after a short grace period, be automatically downgraded to the free Basic plan and your sites will lose access to any Pro features they may be using. Saved payment methods are stored remotely by our third-party payment providers, and balances are stored in US dollars.
- (G) You may optionally apply referral codes to upgrades and manual renewals. In the case of upgrades, a referral code's discount will be applied after any other credits you receive (e.g. a prorated credit for time remaining on an existing Pro plan).
- (H) You may, during the course of your Pro plan, upgrade or downgrade to a different Pro plan. If upgrading to a higher cost Pro plan, you may be prompted to pay for the difference (after any applicable credits) in the manner described in Section 2(F). If downgrading to a lower cost Pro plan, a prorated credit for the time remaining on your existing Pro plan will be added to your account balance. Upon request, we may then, in our sole discretion, grant a full or partial refund of this credit to the original funding payment.
- (I) Excluding earnings from Carrd itself (e.g. our referral program, as described in Section 7) and refunds which shall be granted in our sole discretion, balances cannot be withdrawn; once funds have been deposited in your account, they can only be used to purchase Products. Except for any sales tax that we may be required to collect on any purchase by you, you are responsible for paying all fees and taxes associated with your use of the Website, if any.
- (J) Account balances are the exclusive property of Carrd and do not earn interest. We do not generally offer return of funds or credits on purchases unless required by law, but we reserve the right to do so in our sole and absolute discretion.
- (K) We reserve the right to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the Website.
3. Intellectual Property
- (A) You acknowledge and agree that the Website may contain content or features ("Website Content") that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by us, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Website or the Website Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Website. In connection with your use of the Website you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by us from accessing the Website (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Website or the Website Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Website or distributed in connection therewith are the property of us, our affiliates and our partners (the "Software"). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by us.
4. Website Access and Use
- (A) The Website is currently free to use under a Basic plan. However, the Pro plan requires a purchase by you. In all instances, our services are not being sold to you; rather, you are being granted a limited license to use our Website, Website Content, and Services.
5. User Content
- (A) We may now or in the future permit users to post, upload, transmit through, or otherwise make available through our Website (collectively, "submit") messages, text, illustrations, data, files, images, graphics, photos, comments, sounds, music, videos, information, content, and/or other materials ("User Content"). Subject to the rights and license you grant herein, you retain all right, title and interest in your User Content. We do not guarantee any confidentiality with respect to User Content even if it is not published through our Website. It is solely your responsibility to monitor and protect any intellectual property rights that you may have in your User Content, and we do not accept any responsibility for the same.
- (B) You shall not submit any User Content protected by copyright, trademark, patent, trade secret, moral right, or other intellectual property or proprietary right without the express permission of the owner of the respective right. You are solely liable for any damage resulting from your failure to obtain such permission or from any other harm resulting from User Content that you submit.
- (C) You represent, warrant, and covenant that you will not submit any User Content that: (i) violates or infringes in any way upon the rights of others, including, but not limited to, any copyright, trademark, patent, trade secret, moral right, or other intellectual property or proprietary right of any person or entity; (ii) impersonates another or is unlawful, threatening, abusive, libelous, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, pornographic, or otherwise objectionable, or otherwise violates any applicable law; (iii) encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law; (iv) includes sensitive personal information such as social security numbers; (v) contains a formula, instruction, or advice that could cause harm or injury; or (vi) is a chain letter of any kind. Moreover, any conduct by a user that in our sole discretion restricts or inhibits any other user from using or enjoying our Website will not be permitted.
- (F) Notwithstanding the generality of the foregoing, we reserve the right to display advertisements in connection with your User Content and to use your User Content for advertising, marketing, promotional, and other commercial purposes. You acknowledge and agree that your User Content may be included on the websites and advertising networks of our distribution partners, marketing partners, accounts, and third-party service providers (including their downstream users).
- (G) We have the right, but not the obligation, to monitor User Content. We have the right in our sole discretion and for any reason whatsoever, including without limitation a breach of Section 5(C) above, to suspend or delete a Site.
(H) Company respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Company of your infringement claim in accordance with the procedure set forth below.
Company will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws with respect to any alleged or actual infringement. A notice of claimed copyright infringement should be emailed to Company's Copyright Agent at https://carrd.co/contact/copyright. You may also contact us by physical mail, phone, or email at:
Attn: DMCA Registered Agent
231 Public Square Suite 300 PMB 12
Franklin, TN 37064
Phone: (615) 645-2470
To be effective, the notice must be in writing and contain the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- A description of the copyrighted work or other intellectual property that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
- Your address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
If you believe your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:
- Your physical or electronic signature;
- Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
- A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
- Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within Northern District of California and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Company will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
In accordance with the DMCA and other applicable law, Company has adopted a policy of terminating, in appropriate circumstances and at Company's sole discretion, users who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
6. Website Content & Third Party Links
We have not reviewed, and cannot review, all of the Website Content and User Content (like text, photo, video, audio, code, computer software, items for sale, and other materials) posted to or made available through our Services by users or anyone else or on websites that link to, or are linked from, our Services (collectively, "Content"). We are not responsible for any use or effects of Content or third-party websites. So, for example:
- We do not have any control over third-party websites.
- A link to or from one of our Services does not represent or imply that we endorse any third-party website.
- We do not endorse any Content or represent that Content is accurate, useful, or not harmful. Content could be offensive, indecent, or objectionable; include technical inaccuracies, typographical mistakes, or other errors; or violate or infringe the privacy, publicity rights, intellectual property rights, or other proprietary rights of third parties.
- You are fully responsible for the Content available on your website, and any harm resulting from that Content. It is your responsibility to ensure that your website's Content abides by applicable laws and by the Agreement.
- We are not responsible for any harm resulting from anyone's access, use, purchase, or downloading of Content, or for any harm resulting from third-party websites. You are responsible for taking the necessary precautions to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.
- Any Content that is for sale through any of our Services is the seller's sole responsibility, so you must look solely to the seller for any damages that result from your purchase or use of Content.
- We are not a party to, and will have no responsibility or liability for, any communications, transactions, interactions, or disputes between you and the provider of any Content.
- Please note that additional third-party terms and conditions may apply to Content you download, copy, purchase, or use.
7. Referral Program
- (A) You can choose to opt-in to Carrd's referral program, which will provide you with a personalized referral link you can use to refer other potential users to Carrd. Referred users who use your referral link to visit the Carrd website, or enter your referral code at checkout, will earn you a portion of the amount paid (after applicable discounts) towards their next upgrade or renewal as determined by your referral rate. You may only earn from the next upgrade or renewal made after the time of the referral. Subsequent upgrades, renewals, or other purchases of Products will not earn you anything from those purchases.
- (B) Earnings from Carrd's referral program are automatically deposited to your account balance, which can then be spent on Products or cashed out as described below. Deposits from earnings are marked as "available to cashout" to differentiate them from normal user-initiated deposits which cannot be withdrawn. You may request a cashout at any time provided your "available to cashout" balance is at least $25; however, cashouts in excess of $600 per year will require the completion of appropriate IRS forms if you are a resident of the United States.
- (C) Cashouts are generally paid out via PayPal within 5 business days of your cashout request. You will be required to provide a valid PayPal email in order to receive cashouts.
- (D) For the purposes of sharing and promoting your referral link, you agree to not engage in activity, tactics, or practices that are illegal or considered questionable, such as spamming or deceptive linking.
8. Indemnity and Release
9. Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. CARRD EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
CARRD MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS.
10. Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT CARRD WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE WEBSITE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE WEBSITE. IN NO EVENT WILL COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID CARRD IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).
IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED "DISCLAIMER OF WARRANTIES" AND "LIMITATION OF LIABILITY" ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
11. Agreement to Arbitrate
Dispute Resolution By Binding Arbitration:
PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
- (B) Prohibition of Class and Representative Actions and Non-Individualized Relief: YOU AND COMPANY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND COMPANY AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
- (C) Pre-Arbitration Dispute Resolution: Company is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by emailing customer support at https://carrd.co/contact. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute ("Notice"). The Notice to Company should be sent to Carrd Inc., 231 Public Square Suite 300 PMB 12, Franklin, TN 37064 ("Notice Address"). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Company and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Company or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Company is entitled.
- (E) Costs of Arbitration: Payment of all filing, administration, and arbitrator fees (collectively, the "Arbitration Fees") will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Company will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Company will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Company will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys' fees will be governed by the AAA Rules.
- (F) Confidentiality: All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
13. Choice of Law; Jurisdiction and Venue
14. Amendment; Additional Terms
- (A) No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.