Terms of Service

Welcome to Nerdbeak, Inc. ("Nerdbeak," "we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of all websites, applications, and services operated by Nerdbeak, Inc., including but not limited to Nerdworth, Cliqket, and other platforms (collectively, "our Services" or "our Platforms").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our Services.

1. Non-Affiliation Disclaimer

Nerdbeak, Inc. and its platforms are independent entities. We are not affiliated with, endorsed by, or sponsored by any grading company, card manufacturer, toy manufacturer, intellectual property holder, or other third party whose products may appear on our Platforms. All trademarks, logos, and brand names referenced on our Platforms are the property of their respective owners and are used solely for identification and descriptive purposes.

2. Description of Services

Nerdbeak operates a suite of platforms for collectors and creators. Our Services include, but are not limited to:

• Marketplace Platforms (e.g., Nerdworth): Online marketplaces where users can buy, sell, trade, and auction collectible items.
• Community Platforms (e.g., Cliqket): Social spaces where collectors can form groups, share content, and communicate.
• AI-Powered Tools: Features including automated listing creation, image recognition, pricing suggestions, and content recommendations.
• Creator Tools: White-label storefronts, newsletter tools, and seller management features.

Individual platforms may have additional terms or guidelines that supplement these Terms. In the event of a conflict, the platform-specific terms will take precedence for that platform. Platform-specific terms are available at:

• Nerdworth Terms of Service
• Cliqket Terms of Service

3. Marketplace Role

Where our Platforms facilitate marketplace transactions, Nerdbeak acts as an intermediary platform connecting buyers and sellers. We are not a party to the transactions between users unless explicitly stated. Nerdbeak does not own, possess, or inspect the items listed for sale unless operating as a direct seller on the platform. Sellers are solely responsible for the accuracy of their listings, the quality and authenticity of their items, and fulfillment of orders.

4. User Accounts

To use certain features of our Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain the security of your account credentials
• Promptly update your information if it changes
• Accept responsibility for all activity that occurs under your account
• Not create multiple accounts for deceptive or abusive purposes
• Not share your account credentials with third parties

You must be at least 18 years old (or the age of majority in your jurisdiction) to create an account. We reserve the right to suspend or terminate accounts that violate these Terms.

If you create an account using a third-party login provider (such as Google, Discord, Apple, or Facebook), your account is still governed by these Terms. Your use of the third-party provider is also subject to that provider's own terms and privacy policy.

5. Marketplace Transactions

For platforms that facilitate buying and selling, the following general terms apply. Individual platforms may provide more specific terms for sellers and buyers.

5.1 Listings

Sellers are responsible for providing accurate descriptions, images, pricing, and condition information for all items listed. Misleading, fraudulent, or inaccurate listings are prohibited and may result in account suspension.

5.2 Payments

Payments are processed through Stripe, Inc. By using our marketplace features, you agree to Stripe's Connected Account Agreement and Terms of Service. Nerdbeak may charge platform fees, transaction fees, or other fees as disclosed on the applicable platform. Fee structures may vary by platform and are subject to change with notice.

5.3 Shipping and Fulfillment

For physical goods, sellers are responsible for shipping items securely and in a timely manner. Specific shipping requirements and timelines are governed by the applicable platform's policies.

5.4 Refunds and Disputes

Refund and dispute resolution policies are determined by each platform. Nerdbeak may, at its discretion, mediate disputes between buyers and sellers. In cases of fraud, misrepresentation, or items significantly not as described, Nerdbeak reserves the right to issue refunds or take other corrective action.

6. Prohibited Conduct

You agree not to:

• Violate any applicable laws or regulations
• List or sell counterfeit, stolen, or prohibited items
• Engage in fraud, misrepresentation, or deceptive practices
• Harass, threaten, or abuse other users
• Interfere with or disrupt the operation of our Services
• Attempt to gain unauthorized access to our systems or other users' accounts
• Use our Services for money laundering, terrorist financing, or other illegal activities
• Scrape, crawl, or harvest data from our Services without permission
• Circumvent any security, rate-limiting, or access controls
• Use automated tools (bots, scripts) to access our Services without authorization
• Post spam, malware, or unsolicited commercial communications
• Impersonate any person or entity

7. User Content

"User Content" means any content you submit, post, upload, or transmit through our Services, including listings, images, text, reviews, messages, and profile information.

7.1 Ownership

You retain ownership of your User Content. By submitting User Content, you grant Nerdbeak a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, modify, display, distribute, and create derivative works of your User Content in connection with operating, promoting, and improving our Services.

7.2 Responsibility

You are solely responsible for your User Content. You represent and warrant that you have all rights necessary to grant the license above and that your User Content does not infringe on any third party's rights, violate any law, or breach these Terms.

7.3 Moderation

Nerdbeak reserves the right to review, remove, or modify User Content at our discretion, including content that violates these Terms, our community guidelines, or applicable law. We are not obligated to monitor all User Content but may do so to maintain platform integrity.

8. AI-Powered Features

Our Services include AI-powered features such as automated item identification, listing generation, pricing suggestions, and content recommendations. You acknowledge that:

• AI-generated content (descriptions, pricing, identifications) is provided as a convenience and may contain errors or inaccuracies.
• You are responsible for reviewing and verifying all AI-generated content before publishing or relying on it.
• AI pricing suggestions are estimates based on available market data and do not constitute financial advice or appraisals.
• Content you submit may be processed by AI models to provide these features, in accordance with our Privacy Policy.

9. Intellectual Property

All content, features, and functionality of our Services (excluding User Content), including but not limited to text, graphics, logos, icons, images, audio, video, software, and the overall design and arrangement thereof, are the exclusive property of Nerdbeak, Inc. or its licensors and are protected by copyright, trademark, and other intellectual property laws.

You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any materials from our Services without our prior written consent, except as permitted by these Terms or applicable law.

9.1 DMCA and IP Takedowns

Nerdbeak respects intellectual property rights and complies with the Digital Millennium Copyright Act ("DMCA"). If you believe content on any of our Platforms infringes your copyright or other intellectual property rights, please send a notice to our designated agent at ricky@nerdbeak.com including: (a) identification of the copyrighted work; (b) the URL or location of the infringing material; (c) your contact information; (d) a good-faith statement that the use is unauthorized; (e) a statement under penalty of perjury that the information is accurate and you are the rights holder or authorized to act on their behalf; and (f) your signature.

We will review valid complaints, may remove the allegedly infringing material, and may terminate the accounts of repeat infringers. If you believe your content was removed in error, you may submit a counter-notice with the information required by the DMCA.

10. Disclaimer of Warranties

Our Services are provided "as is" and "as available" without warranties of any kind, whether express or implied. To the fullest extent permitted by law, Nerdbeak disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Without limiting the foregoing, Nerdbeak does not warrant that: (a) our Services will be uninterrupted, secure, or error-free; (b) the results obtained from our Services will be accurate or reliable; (c) the quality of any products, services, information, or other material obtained through our Services will meet your expectations; or (d) any errors in our Services will be corrected.

Nerdbeak does not authenticate, grade, or appraise items listed on our marketplace platforms unless explicitly stated. All item descriptions, conditions, and valuations are provided by sellers or generated by AI tools and are the responsibility of the listing party.

11. Limitation of Liability

To the fullest extent permitted by applicable law, in no event shall Nerdbeak, Inc., its officers, directors, employees, agents, affiliates, or licensors be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, goodwill, or other intangible losses, resulting from:

• Your access to, use of, or inability to access or use our Services
• Any conduct or content of any third party on our Services
• Any content obtained from our Services
• Unauthorized access, use, or alteration of your transmissions or content
• Transactions between users, including disputes over items, payments, or shipping
• AI-generated content, pricing suggestions, or item identifications

In no event shall our total liability to you for all claims arising out of or related to these Terms or our Services exceed the greater of (a) the amount you have paid to Nerdbeak in the twelve (12) months preceding the claim, or (b) one hundred dollars ($100).

12. Indemnification

You agree to indemnify, defend, and hold harmless Nerdbeak, Inc. and its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of our Services; (b) your User Content; (c) your violation of these Terms; (d) your violation of any rights of a third party; or (e) any dispute between you and another user.

13. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any disputes arising out of or related to these Terms or our Services shall be resolved exclusively in the state or federal courts located in the State of Delaware, and you consent to the personal jurisdiction of such courts.

14. Dispute Resolution

Before filing any legal claim, you agree to first contact us at ricky@nerdbeak.com and attempt to resolve the dispute informally for at least thirty (30) days. Most disputes can be resolved without formal legal proceedings.

15. Modifications to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will update the effective date and post the revised Terms on our website. We may also provide additional notice for significant changes (such as email notification or an in-platform alert). Your continued use of our Services after the revised Terms take effect constitutes your acceptance of the changes.

16. Termination

We may suspend or terminate your access to our Services at any time, with or without cause, with or without notice, including if we reasonably believe you have violated these Terms. Upon termination, your right to use our Services will immediately cease. Provisions of these Terms that by their nature should survive termination shall survive, including ownership, warranty disclaimers, indemnification, and limitation of liability.

You may terminate your account at any time by contacting us. Termination does not relieve you of any obligations incurred prior to termination, including pending transactions or payments owed.

17. Miscellaneous

• Entire Agreement: These Terms, together with our Privacy Policy and any platform-specific terms, constitute the entire agreement between you and Nerdbeak regarding the use of our Services.
• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
• Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign our rights and obligations under these Terms without restriction.
• Force Majeure: Nerdbeak shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, pandemic, government actions, or internet disruptions.

18. Contact Us

If you have questions about these Terms of Service, please contact us: