There are risks involved in a Kickstarter. I'm sure these are spelled out in the terms and conditions in funding a Kickstarter. While fraud should be protected, a good-hearted attempt that fails should be covered by that contract, in my opinion.
The old terms and conditions in funding a Kickstarter were very clear. Either the project delivered, or else all the backers got their money refunded. There's no "good hearted" about it in the contractual materials.
The truth is that no one's ever collected from this and there have been a lot of funded, failed Kickstarter projects that never refunded anything. Until this one.
A lot of people say Kickstarter shouldn't be like this, that no one should expect refunds. But that wasn't the way the site worked until a couple of years ago when the TOS changed.
IIRC, refund was mentioned but absolutely no mechanism (legal nor financial) was in place to ensure it happened, relying on the failing company's obligations to suffice. That doesn't work too well when the whole point is the one entity tasked with performing the refunds doesn't have any money (anymore) or means to do so.
I'm wondering myself, having payed into a project which keeps promising "almost there" and nearly a year late shows little more than a video of a lame prototype unlike what most backers expect. Trying to stay optimistic, but resigned to it falling thru - and there being no money remaining to refund.
I think this article shows exactly the mechanism to enforce it - you sue for breach of contract.
Now, for most people, getting their 20 bucks back is not worth the trouble and costs of a lawsuit. Which is exactly why the suit in this case was carried out at a higher level, taking advantage of the fact that the guy running the project as well as some backers lived in the same jurisdiction.
Under "Projects: Fundraising and Commerce": "Project Creators are required to fulfill all rewards of their successful fundraising campaigns or refund any Backer whose reward they do not or cannot fulfill."
> By backing a fundraising campaign on Kickstarter, you as the Backer accept that offer and the contract between Backer and Project Creator is formed. Kickstarter is not a party to that agreement between the Backer and Project Creator. All dealings are solely between Users.
I'm not convinced. The section you referenced pertains to the backing rewards only. They are, and always seem to have been, very hands-off about the delivery of the project.
I disagree. "5$ donation, get nothing" wouldn't require a refund.
The project purpose is to make a game. That's separate from the reward tier "get a copy of the game". So if the project fails, the backers who bought a copy of said game need to get a refund.
Contracts fall under civil law. There is no statutory definition of what constitutes offers and acceptance. So in this case, were I a lawyer, I'd argue that the TOS is a legal contract, and by using the site, you have implicitly agreed to the definition of contract acceptance specified in the TOS.
Whether it holds up in court is a different question, but this lawsuit at least gave a precedent.
Sure, but the money is exchanged between kickstarter and the participants (backers and makers). The participants don't exchange directly with each other.
Yup, that is a likely counter argument to be made in court if anyone ever sues over these issues. As I said, though, this is civil law, so it would come down to how lawyers argue it and what judges think. In civil cases, answers are rarely black and white.
In this case, there appears to have been no good-hearted attempt -- the project was funded almost 3 years ago, and the fulfillment of creating was to be handled by the US Playing Card Company. This means that the only real work required was to get a batch printed, then mail them out. This was either malice or just plain stupidity on the part of the creator.
People are starting to get their cards now, but I think that has more to do with this lawsuit and the media coverage Nash has gotten for this.
But I wholeheartedly agree that if a backer makes a good faith attempt to fulfill promises, then not shipping is not a punishable offense.
I also agree - I've only backed a couple of Kickstarter's, but I'm quite certain I was explicitly told that there was no guarantee backing a project and the project being funded would result in me actually getting the rewards. On the other hand, there are many cases where people mutually agree to a contract, but that contract is not enforceable because it violates certain laws. Minimum wage, for instance. Effectively I'm not allowed to work for someone unless I'm worth a certain minimum threshold, because if that was allowed we would lose certain protections against exploitation (of course there's all sorts of room for opinions there). You can back a KickStarter, but certain governments may still hold the project to higher standards than KickStarter does.
I think this is why you should always have an LLC when you do a Kickstarter. That way if your attempt fails, the funders can sue the LLC for their money back, the judge can award it and the LLC will file for bankruptcy.
That way only people who ran their LLC recklessly (i.e. not following the LLC rules) can be held personally liable. The 'good-hearted' will simply get a bankrupt LLC on their name.
No, not in cases like this, given that most judges would pierce the veil in cases involving bad actors. However, given that a precedent for suing a failed Kickstarter was just set, it makes a ton of sense to form an LLC before doing a Kickstarter now, since funders may not make rational decisions about whether to sue or not if they don't get their rewards.
ever since that hanfree story [0], Kickstarter has been a bit more explicit about creator obligations [1]. Creators are now told to "make every reasonable effort to find another way of bringing the project to the best possible conclusion for backers" should the project fail or rewards not make it to backers. The terms of use also has an explicit warning about possible legal action at the bottom.
That's actually a watered-down version of what Kickstarter had before, with significantly less protection for backers. Previously the ToS said creators had to give either the rewards they'd promised or a refund. Kickstarter made a big deal about protecting backers a few years ago after ZionEyez took a quarter of a million in backer funds and then disappeared to a tropical beach never to be heard from again, then quietly removed those protections and more after the heat died down.
Not requiring a refund does seem somewhat reasonable. It's not as good for the backers, but won't terrify the companies being funded with a super-massive liability.
Always set up an LLC or Corporation before doing any kind of business that could involve such liabilities. The $500-$1000 it costs to do that is obviously well spent money, but most people don't realize that till they're facing bankruptcy. Think of it like health insurance for your business: if you don't have it and something goes wrong, you're fucked. Then again, lots of people who could afford to pay skimp on health insurance and put themselves at risk of bankruptcy every single day, so it does take a little bit of awareness of reality.
AWESOME. Awesome! That's all I can say. I'm SO glad to see this happen. It will go a long way to reassure nervous backers to back interesting projects and to stop thieves and scammers like the hilariously-fake Bleen[0].
It was only a matter of time something like this happened. In best case there will be less bad Kickstarters and scams, in worst case kickstarting will become a thing of the past. Unless you are 100% sure you can deliver the product you risk having to pay back everything.
Apparently double jeopardy doesn't apply in two different states, regardless of the type of charges. Which fits my limited expectations around it - it prevents a single court system from attempting multiple times on the same case... A second US State would have no restrictions against them.
Yeah, but wouldn't it really be a different crime anyway? I mean, state A would charge you for ripping off people in state A, state B would charge you for ripping people off in state B. Two, presumably disjoint, sets of people.
This ruling is only for backers in Washington so that appears to be exactly the case; other states and countries can still file their own lawsuits if motivated to do so.
It would appear this ruling and the accompanying restitution is only for the backers in Washington state. Each state could in theory pursue its own lawsuit for its own residents.
Huh? The penalties are to make sure that people are deterred from defrauding customers even in relatively low dollar amount cases like this one, and the rest was to pay the backers' legal fees. They only paid $668 in restitution because only 31 backers sued.
The problem is that they have something like $25,000 in other backers who haven't been refunded, and those penalties and fees mean the creator almost certainly won't be able to refund them.
I'm not sure why you were down-voted. You make a decent point--though I'm not sure what the solution to this problem is short of abolishing civil penalties altogether. (Though I suppose it would be possible to set up some rather complex system where future plaintiffs can recover from the previously collected civil penalties held by the state,)
And certainly the issue you point out doesn't justify the "Yay, graft!" comment above.
Hehe, though you have to agree no better enforcer to make you ship than a SWAT team kicking in your door. Or ehm just regular cops paying you a visit. I'd ship with those conditions ;-)
If I fund a company and it fails, then I don't have any right to sue them for lost "revenue". Right?
What is the difference in the case of Kickstarter. They are a crowdfunding platform are they not?
I have seen this system abused many times. For many it is just a store. Kickstarter should have stricter rules, but why should they, the liability is on the creators and if they succeed, Kickstarter collects some percentage.
Kickstarter backers are not investors. They don't own any part of the business they are funding. They are essentially buying pre-orders. I would assume that genuine attempts to use the money to produce the pre-sold product should be protected from litigation, but if the Kickstarter owner goes out and parties with it instead, that is fraud. Not saying that happened in this case, but it's up to the plaintiff and defense to prove whether they used the funds appropriately or not.
kickstarter is neither "investment" not "pre-sales".
It's patronage [0], as explained on a KS blog post the day before the site went live [1]. This means backers are funding a good-faith effort by the team to deliver the described result. They don't have any recourse if the team's good-faith effort fails (meaning, genuine attempts are protected from litigation), but they do have recourse if that effort is not made.
I think the fact nobody understands this means their objective has failed and they are by default relegated to being investment or pre-sales regardless of whether they claim to be or not.
> If I fund a company and it fails, then I don't have any right to sue them for lost "revenue". Right?
That really depends on how you fund the company, and what the company "fails" at.
If you fund a company by providing debt (rather than equity) financing, and they fail to pay what the promised, yes, you can sue them.
> What is the difference in the case of Kickstarter. They are a crowdfunding platform are they not?
The difference between Kickstarter and debt financing is that, with a Kickstarter, the offered exchange for money now is a specified "backer reward" later, instead of a specified amount of money later.
> 4.15 Defendants represented on the Asylum Playing Cards Campaign website that delivery of the rewards to all backers (e.g. the Asylum playing cards themselves, as well as the various add-on rewards) would take place in December 2012.
> 4.16 Defendants have not posted an update to the Asylum Playing Cards Campaign website since July 13, 2013.
...
> V. FIRST CAUSE OF ACTION - MISREPRESENTATIONS AND THE FAILURE TO DELIVER REWARDS
...
> 5.2 In the context of operating the Asylum Playing Cards Kickstarter campaign, Defendants engaged in the following acts or practices constituting unfair or deceptive acts in trade or commerce:
> a. Misrepresenting either directly or indirectly that Backers who paid for Rewards through the Kickstarter Campaign would receive those Rewards in approximately December 2012;
> b. Failing to deliver the promised Rewards to Backers after the Backers paid money to Defendants via the Kickstarter Campaign.
...
> VI. SECOND CAUSE OF ACTION - FAILURE TO REFUND
...
> 6.2 In the context of operating the Asylum Playing Cards Kickstarter campaign, Defendants engaged in the following acts or practices constituting unfair or deceptive acts in trade or commerce:
> a. Failing to provide refunds to Backers who requested one after they did not receive their Reward in a timely fashion from Defendants' Kickstarter Campaign;
> b. Failing to offer refunds to any other Backer, whether a refund was requested or not, after Defendants were unable to deliver the Rewards to any backer within a reasonable timeframe.
And, in fact, the Kickstarter ToS acknowledges this obligation. Lengthy quote:
When a project is successfully funded, the creator must complete the project and fulfill each reward. Once a creator has done so, they’ve satisfied their obligation to their backers.
Throughout the process, creators owe their backers a high standard of effort, honest communication, and a dedication to bringing the project to life. At the same time, backers must understand that when they back a project, they’re helping to create something new — not ordering something that already exists. There may be changes or delays, and there’s a chance something could happen that prevents the creator from being able to finish the project as promised.
If a creator is unable to complete their project and fulfill rewards, they’ve failed to live up to the basic obligations of this agreement. To right this, they must make every reasonable effort to find another way of bringing the project to the best possible conclusion for backers. A creator in this position has only remedied the situation and met their obligations to backers if:
they post an update that explains what work has been done, how funds were used, and what prevents them from finishing the project as planned;
they work diligently and in good faith to bring the project to the best possible conclusion in a timeframe that’s communicated to backers;
they’re able to demonstrate that they’ve used funds appropriately and made every reasonable effort to complete the project as promised;
they’ve been honest, and have made no material misrepresentations in their communication to backers; and
they offer to return any remaining funds to backers who have not received their reward (in proportion to the amounts pledged), or else explain how those funds will be used to complete the project in some alternate form.
The creator is solely responsible for fulfilling the promises made in their project. If they’re unable to satisfy the terms of this agreement, they may be subject to legal action by backers.
DISCLAIMER: I don't think it's ok to promise and not deliver, and don't know all the merits of the case, but have so far read sections of the suit detailing facts of the case and causes for action. I'm sure there is more to it.
Section 4 outlines the facts of the case with item 4.2 stating that backers "paid for" rewards. Sections 5 and 6 are all accusations based on the "paid for" premise and the basis for the action.
This is where I have a problem with this - kickstarter is not a store. If I order from Amazon, I'm expecting that they will deliver. It's a sales transaction. If on the other hand I'm willing to help someone take a shot at doing something new, and, if successful, get some sort of reward back, that's not a store sales transaction.
The premise of kickstarter has a lot more in common with angel or seed investing than with buying stuff.
In reading through the facts section, I don't see any argument being made that the campaign was started in bad faith and the project creator is not being prosecuted for fraud. The basis of the case is essentially consumer paid for a good and that good never showed up and no refund was issued.
> This is where I have a problem with this - kickstarter is not a store.
When you take money from people that they give you in response to your solicitation representing that, if they give you a specified amount of money, you will provide specified tangible things in the future, reciting as a mantra that the venue through which you made this solicitation and received the funds "is not a store" isn't, as it turns out, a legally dispositive way of disimissing liability.
> The premise of kickstarter has a lot more in common with angel or seed investing than with buying stuff.
Angel or seed investors get well-defined things in exchange for the money they provide, but the things that they tend to be offered (which tend to be in individually, actively negotiated term sheets, which is rather completely unlike the situation in Kickstarter) tend not to be future goods.
Kickstarter might not be a store, but the legal context of many kickstarter is a lot more like store than it is like angel or seed funding.
> and the project creator is not being prosecuted for fraud.
Well, that's true in two senses:
(1) The project creator is not really "being prosecuted" at all, as default judgement was entered in July; the prosecution part is pretty much done.
(2) The specific legal language was "unfair and deceptive acts in trade or commerce" rather than "fraud", though one might consider that the common use of the latter term certainly encompasses the former. And, further, that while the specific operative language in the relevant Washington State law might be different, the usual legal definition of fraud encompasses the specific things at issue in at least the First Cause of Action in the case -- to wit, soliciting and receiving money on a false representation that certain goods will be provided in the future.
Fraud is a criminal offense. These are civil proceedings. I would much rather see criminal charges as opposed to this because of the chilling effect such precedent will have.
People who want to try a project in good faith will now think twice because they may end up being sued if the project fails.
These guys might have deserved this, but the overall effect on kickstarter community will be negative.
In law, "fraud" is the name of both a civil wrong (tort) and a crime. The same is true of lots of things -- assault, for instance, is likewise the name of both a tort and a crime -- and, while related, the two offenses have different elements (as well as different sanctions, different legal processes, and different parties who can bring actions.)
Sure, but how is this relevant to the point I'm making that for the kickstarter and crowdfunding community, it would be better if this was a criminal fraud prosecution as opposed civil commerce-related proceedings?
Its really hard to say how anything relates to that, since you've presented neither evidence nor argument supporting that point, just a bare assertion accompanied by the false statement of fact about the nature of "fraud".
It certainly seems to me to be worse for kickstarter and that model of crowdfunding in general if backers are denied recourse that is otherwise available both through direct action on government action on behalf of impacted parties through the civil justice system and restricted only to public prosecution through the criminal justice system for wrongs inflicted by firms seeking funding through crowdfunding mechanisms.
Having both civil and criminal remedies available in the same manner as they are for other commercial transactions avoids crowdfunding becoming a specially-protected haven for fraudsters, which would drive out backers, which would be bad for legitimate projects seeking to use the mechanism to fund themselves.
First of all, I'm expressing an opinion, which you are free to disagree with, and, in fact, your disagreement is just an opinion as well, which you are fully entitled to and I thank you for sharing.
That said, the evidence is that this case sets the following precedents:
- Failing a project could lead to substantial liability, even exceeding the amounts collected. (Previously, failing a project led to reputation damage and likely inability to raise more funding.)
- Backer funding is being treated as pre-paid goods/services and is essentially a loan. (I'd call it interest-free loan, but there are fees involved in payment processing and refunds.)
- Rewards are considered merchandise or goods sold. (Does this open the door for sales/use taxing? There could be other implications here, such as need to register to collect/remit these taxes.)
Crowdfunding started as a way to give ideas and less formal ventures a shot at becoming something. The amount of money now involved is definitely sizable and the fraudster comment you made speaks to that. Unfortunately, the formalization and the precedents here will likely change the spirit of crowdfunding very rapidly and make it a lot less appealing to legitimate projects. Fraudsters will likely find ways to skirt these precedents by establishing corp structures or what not that will shield their personal assets from much of the civil liability.
I'm guessing the judge here decided that people repeating "Kickstarter is not a store" doesn't actually matter when somebody obviously uses Kickstarter as a store, in the same way that the police are unlikely to care you're actually driving a motorized couch if they pull you over for speeding.
Looking at the discussion on the site, it's pretty clear that although there wasn't proof beyond reasonable doubt of the crime of fraud, the company refused to show their work - give any details about what happened to the money or why they weren't able to deliver - and the backers took this as an indication of deliberate fraud, and that was why they pressed for this lawsuit - they were retaliating against someone who as far as they could see had deliberately cheated them. As far as I know, kickstarter backers have a pretty good track record of being forgiving when the project creator shows good faith.
A "crowdfunding platform" doesn't mean anything to a judge. Crowdfunding doesn't mean anything legally. A donation to a charity has legal ramifications, but Kickstarter is no charity, equity an investor owns has a legal definition, but Kickstarter projects are no investments ... Kickstarter becomes a store as soon as a reward is promised.
If you back something and you are promised a reward, you are entitled to that reward or a refund, and i'm sure many more cases will go in that direction, which is a good thing.
Treating Kickstarter as a store involves the person running the campaign also treating it as a store (which admittedly in many cases is extremely helpful/necessary to get funded).
Rewards are promises against pledges: Someone pledges, you owe them the reward. Now if you offer your product as a reward, then yes, you owe them the completed product. If you are not sure you can do that, then don't offer the project goal as a reward, but things you can do. Then it doesn't matter that much if you fail at completing your main project.
And really, analogies don't go very far if the terms and contracts you agree to explicitly spell out something different.
If you fund a company by buying debt, you can certainly sue them if they don't pay what was promised. If they're already bankrupt I wouldn't expect more than pennies on the dollar, but the option is there.
If you fund a company by buying equity, you have no recourse except possibly a share of whatever remains when the company is liquidated, after debtholders are paid. In exchange, you have an unlimited upside if the company does well.
Kickstarter commitments are much closer to debt than to equity.
The best analogue is really with preferred equity (of the kind issued by established corporations, not VC-backed startups). You don't get anything beyond what you subscribed for, no matter how well the company does. But you aren't entitled to anything at all, and have no recourse if you get nothing.
This case is interesting because it's the first one holding that Kickstarter is anything but simply a gift. Preferred equity holders have certain rights that go along with their place in the capital structure; they can usually prevent the corporation from paying dividends to common shareholders unless they're also being paid, and sometimes they have debt-like rights as well if the company is not paying dividends as agreed. The analogue here would be that the preferred dividends are the goods plus rewards.
Unfortunately, this case is much narrower than that, and the holding is very weak. You're still not entitled to anything as a Kickstarter backer. All this means is that the founders can't commit fraud: they must actually intend to deliver something and make some effort to do so. So really, you're still nothing like any kind of creditor or equity owner, and you're still entitled to nothing. Contributions are still gifts, but they have very small strings attached. They're nothing like an investment.
They are nothing close to debt. If they were, you would be getting back cash at the end. Heinz can't take a loan for a million dollars and send back a tank full of ketchup as repayment.
I think the difference is that you're only funding the company if it reaches the point where it won't fail due to lack of funding. They're supposed to have all costs associated with deliverables factored into the amount they request to be funded.
I think it's great to keep people honest - if I spend real money on an idea, and the progenitor of that idea just uses the money for a trip to Hawaii (or whatever) then yeah, that's a wrong that needs correcting.
But check this out:
>Nash and Altius Management have been ordered to pay their 31 backers in Washington a total of $668 in restitution, as well as $23,183 in legal fees and $31,000 (a grand per backer burned) in civil penalties for violating the state Consumer Protection Act, but it's yet unclear whether they've actually done so. Gamasutra has reached out to the Washington state Attorney General's office for further details.
So, the 31 Washington people actually harmed get $20 each; lawyers get $23,000, the state gets $31,000.
Someone please tell me how this is justice.
[Edit: it's actually much worse, because this is just for Washington state. Consumer protection lawyers in any state with a harmed investor could go after the wrong-doers, with similar payouts: 1K to people, 50k to the state and lawyers. A 50:1 ratio applied in all 50 states would yield a whopping 2500:1 ratio of punitive to actual damages. That's $50k in making things right, and $125M in punitive fees]
The law says (in the interpretation of the judge, based on the facts available) that backers are entitled to refunds. Since the company refused to provide those refunds willingly, and had to be forced to do so by the legal system, it doesn't seem unreasonable for them to bear the associated costs.
Plus, it's a deterrent. If losing a lawsuit meant you only had to pay for the damages you were originally found to owe, then everyone would challenge every claim even if they had a near-0% chance of winning, and the court system would be totally overwhelmed.
>So, the 31 Washington people actually harmed get $20 each; lawyers get $23,000, the state gets $31,000.
>Someone please tell me how this is justice.
i was thinking that way too until i got sued, and successfully fought it using the law and its interpretation established in some other case before by lawyers with similar scale and structure of payout (without the state part). Like journalists, lawyers have their part in maintaining the system allowing to keep actors responsible for their actions.
$23K is just a cost for an employer of less than 1 month of 1 programmer resulting in 3-5K of LOC. And if you ever dealt with court proceedings you would know how much time it consumes, and 100-200 pages of legal docs would probably be on the scale of producing of 3-5K of LOC.
Actually I would be really surprised if your company managed a 50% overhead on their developers. That is a fantastic ratio that is to be applauded (if it were possible). Here are the things a US company has to pay for:
* Salary 100%
* Social security/medicare 7.5%
* Medical insurance 15%
* Building 15%
* Supplies/equipment 10%
* Managers 20% (1/5)
* Support 17% (1/6)
* IT 10% (1/10)
Now these numbers are really rough and normally you don't do the math this way but we are counting lines of code so pretty much everybody is overhead at this point. Also I completely discounted design and sales due to the shaky definition of lines of code.
But that puts 276k a year paying a programmer 142k a year which isn't cheap but is probably not far off for many parts of the country.
All sorts of things have substantial fines as punishment. In many states, your traffic ticket will double in a construction zone. Is that because ticketing is more expensive there? No, it's because they really don't want you to do it.
People are saying it's a scam; if that's true, then I don't see anything wrong with strong punitive fines for scammers. It's a great deterrent. Especially when, as here, combined with high publicity. People have often asked, "What stops someone from just doing a Kickstarter and taking all the money?" This right here is meant as an answer to that question.
The backers got their money back. And the defendant lost a lot more money than just the restitution. The penalty was harsh, but I don't see why it was unjust.
Do you think the plaintiffs should get more money than they deserved?
A very, very tiny minority of the backers got their money back: 31 out of 810 backers, receiving their $668 out of the $25,146 total pleged. The rest of the backers are unlikely to see a penny now, because all their money is going to the state in the form of legal fees and civil penalties. That's certainly not justice.
Well, I wasn't really talking about the magnitude of the costs involved. You could certainly argue that a case like this requires too many hours of lawyers' time, or that those hours are overvalued. I don't personally know of any better alternative systems that would be useful to compare against.
> A 50:1 ratio applied in all 50 states would yield a whopping 2500:1 ratio of punitive to actual damages.
That's not how it works. If we use actual numbers, you get $1k x 50 = $50k in restitution (same as what you got), and $50k x 50 = $2.5M (1/50 of what you got).
Which isn't unreasonable. If the worst possible penalty for a scam was having to pay it all back, people would do it all the time! And if the people bringing the lawsuit have a best-case scenario of getting their money back, minus $23k in lawyer fees, no one would ever sue anyway. Best case, you lose $22k.
Ignoring whether this particular judgement is fair, the (US) legal system isn't really focused on restitution. Most of the punishments it metes out are purely a deterrent; after all, if someone is sent to jail for ten years, its not like the victim is given an extra ten years of life.
The criminal justice systems in the US are, obviously, not focused on compensation. But the civil justice systems are much more focused on compensation.
Using an example drawn from the former to say that the "(US) legal system" is not focused on restitution in response to a discussion about the latter is not particularly useful.
Other people have commented on the size of the lawyer / court costs vs plaintiff's award, but the thing that concerns me is the limited scope of the judgment. Since it was brought in WA, the issue of backers outside the state aren't of any concern to those involved, but of course they were equally wronged.
The defendant here probably doesn't have $50k, let alone $2.5mm (if suits in all 50 states are brought and result in identical verdicts).
If any money is actually paid, it will likely go towards a partial payment of the amount owed to the WA case, and then the defendant will be bankrupt. No one from any other state will receive anything. Meanwhile, if the matter had been handled differently, more of the backers could have received some partial refund.
I think this is a situation that Kickstarter could have improved, if they participated in projects post-funding. Binding arbitration between parties, controlling payments based on milestones, and so on.
