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Terms of Service

Last updated: May 11, 2026

Welcome to Coltivera. By accessing or using the Coltivera platform (coltivera.com), you agree to be bound by these Terms of Service (“Terms”). If you do not agree, please do not use the platform.

1. Platform Overview

Coltivera is an idea incubator where users (“Ideators”) can submit ideas, investors (“Backers”) can crowdfund proof-of-concept development, and AI agents build working demos. The platform facilitates the connection between Ideators and Backers but does not itself develop, endorse, or guarantee any idea or project.

2. Eligibility

You must be at least 18 years old and legally able to enter into contracts in your jurisdiction to use Coltivera. By registering an account, you represent that you meet these requirements.

3. Definitions

For purposes of these Terms, the following definitions apply:

  • “Gross Revenue” means all amounts actually received by Coltivera from end-customers of a Project, exclusive of amounts collected on behalf of taxing authorities.
  • “Net Revenue” means, for a given Project and given period, the Gross Revenue for that Project and period, less the following pass-through amounts to the extent attributable to that Project: (i) payment processing fees charged by Stripe or other payment processors; (ii) refunds, chargebacks, and reversals; (iii) sales tax, VAT, GST, or similar transaction taxes remitted to taxing authorities; and (iv) Directly-Attributable Operating Costs. General platform operating costs — including without limitation Coltivera’s hosting infrastructure not attributable to a specific Project, personnel, marketing, support, and research-and-development expenses — are not deducted in calculating Net Revenue and are borne by Coltivera out of its share under Section 7.
  • “Directly-Attributable Operating Costs” means costs incurred after a Project reaches the DEMO_READY stage that are directly and verifiably attributable to operating or maintaining that specific Project, including: (i) third-party hosting, infrastructure, and AI inference reflected in the underlying vendor invoices or usage records (for example, LLM API spend logged against that Project, or dedicated infrastructure provisioned for that Project); and (ii) post-launch development, maintenance, support, and operational labor performed by Coltivera personnel or contractors, billed at Coltivera’s then-current published hourly rate. General-purpose infrastructure shared across Projects, and any costs incurred to bring the Project to DEMO_READY stage (the “Build Phase Costs”), are not Directly-Attributable Operating Costs. Build Phase Costs are borne by Coltivera out of its share of the captured funding under Section 6 and are not recoverable from Net Revenue.
  • “Project” means an idea that has reached the FUNDED stage and any resulting demo, product, or service operated by Coltivera on the basis of it.
  • “Backer” means a User who has contributed funds toward a Project during its OPEN funding stage and whose funds were successfully captured at the close of funding.

4. Account Responsibilities

  • You are responsible for maintaining the security of your account credentials.
  • You must provide accurate and complete information when registering.
  • You must promptly update your account information if it changes.
  • You are responsible for all activity that occurs under your account.

5. Idea Submission

Submitting an idea to Coltivera is free. By submitting an idea, you represent that:

  • The idea is your original concept or you have the right to submit it.
  • The idea does not infringe any third-party intellectual property rights.
  • The description is truthful and not misleading.

Ideas progress through a defined lifecycle: Draft → Open → Funded → Building → Demo Ready → Generating Revenue. Coltivera reserves the right to remove or reject any idea that violates these Terms or applicable law.

6. Crowdfunding & Payments

Coltivera uses an all-or-nothing crowdfunding model:

  • Authorization: When you back an idea, your payment method is authorized for the pledge amount but not immediately charged.
  • Capture: Funds are only captured if the idea reaches its full funding goal before the deadline.
  • Release: If the funding goal is not met by the deadline, all authorizations are automatically released and Backers are not charged.

All payments are processed securely through Stripe. Coltivera does not store your full payment card details.

7. Revenue Sharing

When a Project generates Gross Revenue, Coltivera calculates Net Revenue for that Project as defined in Section 3, and distributes the Net Revenue according to the following framework:

  • Ideator: 10% of Net Revenue.
  • Backers (Investors): 70% of Net Revenue, distributed proportionally to each Backer’s contribution to the Project’s funding goal, subject to the term cap in Section 9.7.
  • Platform (Coltivera): 20% of Net Revenue, subject to adjustment after the Backer cap terminates as described in Section 9.7.

Coltivera bears its general platform operating costs (including general-purpose hosting, marketing, and research-and-development) and all Build Phase Costs (the cost of bringing a Project from FUNDED to DEMO_READY) out of its share, and does not deduct such costs from Net Revenue prior to distribution. Post-launch operational and maintenance labor performed on a specific Project is treated as Directly-Attributable Operating Costs under Section 3 and is deducted in calculating Net Revenue. Coltivera will make reasonable efforts to calculate Net Revenue accurately and to distribute revenue on a regular schedule, and will make per-Project Net Revenue calculations available to the Ideator and Backers of that Project upon written request, no more than once per calendar quarter per requestor.

8. Intellectual Property

Ideators retain ownership of their original idea concepts. Once an idea is funded and a proof-of-concept is built, the resulting code, designs, and assets are subject to the terms of the applicable funding agreement. Coltivera retains ownership of the platform itself, including its software, branding, and proprietary technology. Upon sunset of a Project, intellectual property in the Project source code is governed by Section 9.4.

9. Project Lifecycle and Sunset

Coltivera does not commit to operating any Project indefinitely. The following rules govern the wind-down of a Project after it has entered the GENERATING_REVENUE stage (or, if applicable, the DEMO_READY stage where the Project has failed to generate sustained revenue).

9.1 Sunset Trigger

Coltivera may elect to sunset a Project if either:

  • (a) the Project’s trailing six (6) month Net Revenue is less than its trailing six (6) month Directly-Attributable Operating Costs; or
  • (b) in Coltivera’s reasonable judgment, the Project is no longer viable for security, legal, regulatory, vendor, or other technical reasons.

9.2 Notice

Coltivera will provide at least ninety (90) days’ written notice of sunset to the Ideator and to Backers of record, delivered to the email address on file for each such User. Coltivera may provide shorter notice or no notice where required by law, regulator order, security incident, or other genuine emergency.

9.3 Continuation Right

During the notice period, the Ideator has a right of first refusal to assume operation of the Project at the Ideator’s sole cost and risk. The Ideator must notify Coltivera in writing of their election to continue within thirty (30) days of the sunset notice. If the Ideator so elects, Coltivera and the Ideator will negotiate in good faith the transfer of operational responsibility, including reimbursement of Coltivera’s reasonable transition costs and the termination of Coltivera’s revenue-share obligations to the Ideator and Backers under Section 7.

9.4 IP Disposition

If the Ideator does not elect to continue under Section 9.3, then upon final sunset Coltivera hereby assigns, transfers, and conveys to the Ideator all of Coltivera’s right, title, and interest in and to the Project source code and reasonable supporting documentation, subject to (i) Coltivera’s retention of a perpetual, non-exclusive, royalty-free license to retain copies for archival, defensive, and internal-research purposes; and (ii) the underlying licenses of any third-party components, which remain in effect.

9.5 Effect on Backers

BACKERS ACKNOWLEDGE that Coltivera’s crowdfunding model is risk-bearing and that capital contributed by Backers and deployed by Coltivera to fund and build a Project is at risk. On sunset, Backers are not entitled to a refund of deployed capital, regardless of whether the Project ever generates sufficient revenue to return that capital. However, Backer funds that have been collected but not yet deployed or distributed (for example, funds held in escrow pending capture or pending revenue distribution) will be returned to Backers pro-rata within thirty (30) days of sunset.

9.6 Survival of Revenue Share

Coltivera’s obligations under Section 7 survive sunset only with respect to Net Revenue actually received by Coltivera from the Project after the sunset date. Coltivera has no obligation to generate or pursue revenue from a sunsetted Project.

9.7 Term Cap and Renegotiation

Backer cap. Backers’ aggregate revenue-share entitlement under Section 7 for a given Project terminates upon the earlier of:

  • (a) the fifth (5th) anniversary of the date that Project entered the FUNDED stage; or
  • (b) the date on which cumulative Backer payouts for that Project equal three (3) times the aggregate capital contributed by Backers to that Project at funding.

Upon termination of the Backer cap, Backers have no further entitlement to revenue from that Project.

Ideator and Platform are uncapped. The Ideator’s and Coltivera’s revenue-share entitlements continue for the operating life of the Project.

Post-cap default split. After the Backer cap terminates, the Backer share is reallocated such that the resulting split of Net Revenue is 30% Ideator / 70% Coltivera, unless the parties have agreed otherwise in writing pursuant to the renegotiation procedure below.

Renegotiation. At any time after the Backer cap terminates, either Coltivera or the Ideator may invoke a sixty (60) day renegotiation window by written notice if either of the following triggers is met:

  • Cost-coverage trigger. Coltivera’s share of Net Revenue for that Project, less an allocated share of Coltivera’s general operating costs attributable to that Project (allocated on a reasonable basis to be specified in the funding agreement), is negative for two (2) consecutive calendar quarters.
  • Material change trigger. The Project’s primary cost structure shifts by more than fifty percent (50%) (for example, a major change in third-party AI inference, infrastructure, or vendor pricing), or the Project undergoes a material pivot (a new product line, a fundamental re-platform, or the acquisition of substantial new intellectual property).

During the renegotiation window, Coltivera and the Ideator will negotiate in good faith to revise the post-cap split or convert to a profit-share model. If no written agreement is reached within sixty (60) days, the post-cap default split of 30% Ideator / 70% Coltivera continues in effect, and Coltivera retains all rights under Section 9.1 including, where applicable, the right to sunset the Project.

10. Prohibited Conduct

You agree not to:

  • Use the platform for any illegal purpose or to violate any laws.
  • Submit fraudulent ideas or provide misleading information.
  • Attempt to manipulate the crowdfunding process.
  • Interfere with the platform’s operation or security.
  • Harvest or collect information about other users without their consent.
  • Use automated means to access the platform except through our published APIs.

11. Disclaimers

The platform is provided on an “as is” and “as available” basis. Coltivera makes no warranties, express or implied, regarding the platform’s reliability, accuracy, or fitness for any particular purpose.

  • Coltivera does not guarantee that any idea will be successfully funded.
  • Coltivera does not guarantee the quality or success of AI-built proofs-of-concept.
  • Coltivera does not guarantee that funded projects will generate revenue.
  • Backing an idea carries inherent financial risk. Backers may lose their entire contribution.

12. Limitation of Liability

To the maximum extent permitted by applicable law, Coltivera and its officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of the platform. Coltivera’s total aggregate liability shall not exceed the amounts you have paid to Coltivera in the twelve (12) months preceding the claim.

13. Indemnification

You agree to indemnify and hold harmless Coltivera and its affiliates from any claims, damages, losses, or expenses (including reasonable attorney’s fees) arising out of your use of the platform, your violation of these Terms, or your violation of any rights of a third party.

14. Termination

Coltivera may suspend or terminate your account at any time for any reason, including violation of these Terms. Upon termination, your right to use the platform ceases immediately. Obligations related to existing funding agreements and revenue-sharing arrangements survive termination. Sunset of an individual Project is separately governed by Section 9.

15. Modifications

Coltivera reserves the right to modify these Terms at any time. We will provide notice of material changes by updating the “Last updated” date at the top of this page. Your continued use of the platform after changes take effect constitutes acceptance of the revised Terms.

Coltivera may also make material changes to the operation of an individual Project — including pricing changes, platform migrations, and the addition or removal of features — with notice to the Ideator and Backers of record for that Project. Backer consent is not required for such Project-level changes.

16. Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law principles. Any disputes arising from these Terms shall be resolved in the state or federal courts located in Delaware.

17. Severability

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to render it enforceable, or, if no such modification is possible, severed from these Terms, and the remaining provisions shall continue in full force and effect.

18. Entire Agreement

These Terms, together with the Privacy Policy and any funding agreement governing a particular Project, constitute the entire agreement between you and Coltivera regarding use of the platform, and supersede all prior or contemporaneous understandings on the same subject matter.

19. Contact

If you have questions about these Terms, contact us at hello@coltivera.com.