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Crowdfunding Agreement

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CROWDFUNDING AGREEMENT

Parties and Effective Date

This Crowdfunding Agreement (the "Agreement") is entered into by and between:

Individual Corporation LLC Other:

Effective Date:

Recitals and Purpose

A. Creator intends to raise funds through a crowdfunding campaign to develop, produce, or distribute the project described herein (the "Project").

B. Backer agrees to contribute funds to the Project on the terms set forth in this Agreement in exchange for the consideration described in Section 3.

Contribution and Consideration

Estimated Delivery Date of Reward:

Use of Funds; Campaign Parameters

Campaign Type: Fixed (funding goal must be met to collect funds) Keep-it-all (funds retained regardless of goal)

Payment, Fees and Escrow

Credit Card Bank Transfer Escrow Agent Other:

Fees described above will be deducted from contributions prior to disbursement to Creator unless otherwise agreed in writing.

Refunds, Chargebacks and Cancellations

Unless otherwise stated in this Agreement, contributions are non-refundable except where Creator fails to use funds as set forth in Section 4 or as required by applicable consumer protection law. Creator shall notify Backer of material delays exceeding 60 days from the Estimated Delivery Date and propose a cure or refund.

Reporting; Audit Rights

Creator shall provide Backer with periodic progress reports describing material milestones, expenditures of contributed funds, and any material obstacles. Backer has the right to request reasonable documentation substantiating use of funds; such requests shall be granted within 30 days, subject to confidentiality protections.

Intellectual Property and Licenses

Creator retains all intellectual property rights in the Project and any materials developed in connection with the Project. Contribution by Backer does not grant any ownership or license unless specifically and expressly stated herein. Any limited license granted as part of a reward shall be non-exclusive, royalty-free, and limited to the scope described in the reward documentation.

Representations, Warranties and Covenants

Each party represents and warrants that it has full authority to enter into this Agreement and perform its obligations. Creator further represents that to the best of its knowledge the Project does not infringe third-party rights and that funds will be used as described. Backer represents that the funds contributed are not derived from criminal activity.

Indemnification and Limitation of Liability

Each party shall indemnify and hold harmless the other from claims arising from the indemnifying party's breach of this Agreement, willful misconduct, or gross negligence. Except for liability arising from willful misconduct or gross negligence, neither party shall be liable for incidental, consequential, or punitive damages. The aggregate liability of Creator for direct damages shall not exceed the amount of Backer's contribution.

Termination

This Agreement may be terminated by mutual written agreement or by either party for material breach not cured within 30 days after written notice. Upon termination, Creator shall account for and, if required by this Agreement, return unexpended contributions in accordance with the refund policy.

Governing Law; Dispute Resolution

This Agreement shall be governed by the laws of the jurisdiction indicated below. The parties agree to attempt good faith negotiation of disputes. If unresolved within 60 days, disputes shall be submitted to binding arbitration in that jurisdiction unless otherwise agreed in writing.

Notices

All notices required or permitted under this Agreement must be in writing and delivered to the addresses listed in this Agreement or to any replacement address designated in writing. Notices are effective on receipt.

Miscellaneous

This Agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes prior understandings. Amendments must be in writing and signed by both parties. If any provision is found unenforceable, remaining provisions shall remain in full force.

Acknowledgment and Certification

By executing below, the parties acknowledge that they have read and understood this Agreement, have authority to bind the entities identified, and agree to be bound by its terms.

Project Creator (Print Name):

By:

Date:

Title / Capacity:

Backer (Print Name):

By:

Date:

Title / Capacity (if entity):

Enter text

What a Crowdfunding Agreement Covers

A Crowdfunding Agreement is a written contract between a project creator, the crowdfunding platform (if any), and contributors that defines campaign terms, funding mechanics, deliverables or rewards, payment and disbursement rules, refund conditions, intellectual property assignments, and dispute resolution. It clarifies obligations and expectations for contributors and project owners, establishes when funds are released or returned, and records representations and warranties about the project. For equity or securities-based crowdfunding, the agreement also addresses investor rights, transfer restrictions, and applicable securities disclosures to comply with federal and state law.

Why a Clear Crowdfunding Agreement Matters

A well-drafted Crowdfunding Agreement reduces ambiguity, limits legal exposure, documents funding and refund triggers, supports tax reporting, and creates an enforceable record of the parties’ intent under ESIGN/UETA.

Why a Clear Crowdfunding Agreement Matters

Who Typically Drafts and Signs This Agreement

Signatures may come from authorized officers, individual contributors, or platform representatives depending on the role and the funding model.

  • Project creators and founders who solicit funds online and need enforceable terms.
  • Crowdfunding platforms that require standardized terms and processing rules.
  • Legal or finance teams ensuring compliance with tax and securities obligations.

Core Elements to Include in a Professional Agreement

Include clear, standalone clauses that define the offer, funding mechanics, timelines, contributor remedies, intellectual property assignments, and compliance obligations to make the agreement enforceable and operationally useful.

Parties

Identify legal names and entity types for the project owner, any platform, and contributors; include contact information and authorized signers for each party.

Project Description

Describe the campaign, deliverables, milestones, and scope of work so contributors know exactly what they are funding and what outcomes to expect.

Funding Mechanics

Define goal amounts, pledge processing, escrow or holding arrangements, threshold conditions for disbursement, and who bears payment processing fees.

Rewards and Deliverables

Set expectations for reward tiers, delivery timelines, substitution policies, shipping responsibility, and remedies when fulfillment fails or is delayed.

Refunds & Cancellations

Specify refund triggers, procedures for contributor requests, timeframes for returns, and any non-refundable fees retained by the platform or creator.

Compliance

Include representations, warranties, confidentiality, IP assignment terms, and disclosures addressing tax treatment and, where applicable, securities regulation.

Essential Fields to Collect in the Agreement

Project Title: Short name
Creator Legal Name: Full entity name
Contributor Identity: Name and email
Funding Type: Reward or equity
Campaign Dates: Start and end
Disbursement Terms: When funds release

Step-by-Step: Completing a Crowdfunding Agreement

Follow a consistent order when filling the agreement to avoid omissions and make review straightforward for all parties.

  • 01
    Prepare Details: Gather project, funding, and contact information.
  • 02
    Define Terms: Enter funding mechanics, goals, and refund rules.
  • 03
    Add Disclosures: Include tax and securities notices where applicable.
  • 04
    Sign and Record: Obtain signatures, timestamp, and keep an audit trail.

Where to Send and File a Signed Agreement

Routing depends on whether you use a platform, an escrow agent, or direct creator-contributor arrangements; document the final storage location and distribution recipients.

  • Platform Upload: Platform-administered campaigns upload to the platform’s document repository.
  • Escrow Agent: Escrow instructions are sent to the designated escrow or payment processor.
  • Creator Records: Creator maintains an executed copy for fulfillment and tax purposes.
  • Contributor Copies: Each contributor receives a signed PDF and audit certificate.

Digital Signing and Platform Integration Considerations

Verify platform integrations and retention controls to ensure signed agreements are captured, searchable, and reproducible for audits.

  • eSignature Standards: Support for ESIGN/UETA-compliant audit trails and tamper-evident PDFs.
  • Authentication: Options like email, SMS code, or stronger KBA and 2FA.
  • Integrations: Compatibility with CRM, accounting, and cloud storage systems.

Key Deadlines and Timeframes to Track

Track campaign milestones, delivery windows, and tax reporting dates so the agreement aligns with operational and regulatory timelines.

Campaign Duration:

Set explicit start and end dates for fundraising.

Fulfillment ETA:

Record expected delivery or milestone dates for rewards.

Refund Window:

Define timeframe for contributor refund requests.

1099/Tax Reporting:

1099-NEC and related reporting generally due Jan 31.

Income Tax Return:

Federal return due April 15 (Form 1040).

Common Mistakes to Avoid

  • Vague deliverable descriptions that leave contributors uncertain about what they will receive, causing disputes.
  • Omitting refund mechanics or retaining unclear fee allocation between creator and platform, which complicates returns.
  • Failing to include securities and investor disclosures when offering equity, risking enforcement actions.
  • Neglecting to collect correct payee tax information (W-9) leading to backup withholding or reporting errors.

Principal Legal and Financial Risks

Securities Risk: Potential SEC enforcement and rescission obligations
Tax Liability: Incorrect reporting may trigger penalties
Refund Disputes: Contributor claims and chargebacks risk financial exposure
Contract Breach: Failure to deliver may result in damages
Privacy Violations: Improper data handling can breach HIPAA or state privacy laws
Recordkeeping: Insufficient retention can impede audits or legal defense

eSignature Pricing Snapshot for Crowdfunding Agreements

Compare basic plan pricing and core capabilities relevant to signing Crowdfunding Agreements; signNow is listed first per vendor ordering rules.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial Yes, 7-day trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently Asked Questions About Crowdfunding Agreements

Answers to common legal, signing, and operational questions about drafting and executing Crowdfunding Agreements, including eSignature validity and tax considerations.


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