Date of Last Revision: January 5, 2015
This Terms of Service (the “Terms of Service”) between you and FashionLoyal, Inc. (“FL,” “we,” “us,” and/or “our”) sets forth the legally binding terms for your use of the FashionLoyal mobile application and any successor applications (the “App”) and the services, software, and applications the App provides online and makes available offline (the “Software;” and together with the App, the “Service” or the “FL Services”). By using the FL Services, you agree to agree to the terms set forth in this Terms of Service.
FL may modify this Terms of Service at any time and such modification will be effective upon posting by FL on the App. You agree to be bound by any changes to this Terms of Service when you use the FL Services after any such modification is posted. It is therefore important that you review this Terms of Service regularly to ensure you are updated as to any changes. If you do not agree with any of the terms of this Terms of Service, you must immediately discontinue your use of the FL Services.
PLEASE ACCEPT THESE TERMS OF SERVICE IN ACCORDANCE WITH THE INSTRUCTIONS PROVIDED BY FL. IF YOU ACCEPT THESE TERMS OF SERVICE, YOU WILL ESTABLISH AN ENFORCEABLE WRITTEN AGREEMENT BETWEEN YOU AND FL. IF YOU DO NOT ACCEPT THESE TERMS OF SERVICE, YOU CANNOT USE THE SERVICE.
FL STAFF REVIEWS FLAGGED CONTENT 24 HOURS A DAY, SEVEN DAYS A WEEK TO DETERMINE WHETHER THEY VIOLATE OUR COMMUNITY GUIDELINES. WHEN THEY DO, WE REMOVE THEM. ACCOUNTS ARE PENALIZED FOR COMMUNITY GUIDELINE VIOLATIONS AND SERIOUS OR REPEATED VIOLATIONS CAN LEAD TO ACCOUNT TERMINATION. IF YOUR ACCOUNT IS TERMINATED, YOU WON'T BE ALLOWED TO CREATE ANY NEW ACCOUNTS.
1. FL SERVICES
a. Description. The Service provides users with a mobile community where they interact with other users to post pictures, tag brands and buy and sell fashion items and be rewarded for the loyalty to their favorite brands. FL is not affiliated with or endorsed by any designer, manufacturer, retailer, or brand of the products that users post on its service.
b. Risks. FL is not involved in the actual transaction between buyers and sellers who use the Service, and FL does not obtain title to any purchased items and does not act as the buyer or seller (or agent for buyers or sellers) with respect to any such transactions. FL has no control over and does not guarantee the existence, quality, safety or legality of items purchased through the Service, the truth or accuracy of content posted on the Service by any users, the ability of sellers to sell products, the ability of buyers to pay for products, or that a buyer or seller will actually complete a transaction or return a product. These are risks that you assume when dealing with other users (including those who may be acting under false pretenses). You agree that all of these risks are borne by you, and not by FL. We cannot assure that all purchase and sale transactions will be completed. In addition, FL does not guarantee the ability or intent of users to fulfill their obligations in any transactions. FL may delay the completion of any transaction for a reasonable period of time for purposes of fraud detection and otherwise protecting FL and its users from illegal or wrongful activities. FL has the right, but not the obligation, to become involved in any way with disputes between you and any other user of the Service.
c. WARNING. FOR EVERY TRANSACTION INITIATED ON OUR SERVICE, YOU MUST MAKE YOUR OWN INDEPENDENT DETERMINATION REGARDING THE STATEMENTS, PRODUCT DESCRIPTIONS, AND REPRESENTATIONS OF THE OTHER PARTY AND THE OTHER PARTY'S ABILITY TO PAY FOR OR DELIVER THE ITEM(S) OFFERED. PLEASE USE CAUTION, COMMON SENSE, AND PRACTICE SAFE TRADING WHEN USING THE SERVICE.
d. Modifications. FL reserves the right to modify, update, or discontinue, temporarily or permanently, the Service (or any part thereof) at any time, with or without notice, in FL’s sole discretion. In order to keep the FL Software up-to-date, we may offer automatic or manual updates at any time and without notice to you. You agree that FL will not be liable to you or to any third party for any modification, update, or discontinuance of the Service.
2. ACCESS TO THE SERVICE
a. Eligibility. In order to use our Service, you must register for an account with FL and provide certain information. Your registration on the Service and your use of the Service are void where prohibited. The Service is intended solely for users who are at least 18 years old. By registering for and using the Service, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are at least 18 years old (d) your use of the Service does not violate any applicable law or regulation, (e) you reside in the continental United States (or, if you reside outside the continental United States, you will limit your use of the Service to sharing and consuming content on the Service, but you will not engage in purchase, sales, or trades of items on the Service), and (f) you are not currently suspended by FL from using the Service. If you cannot make all of these representations and warranties, please do not use the Service.
b. No Access. Without limiting any other remedies available, we may at any time, with or without notice to you, and in our sole discretion, refuse to provide, limit, suspend, or terminate your use of the Service, your user account, and/or your activities on the Service and take any technical and legal steps to keep you from using our Service. This Terms of Service will remain in effect after any such action has been taken. You agree that FL will not be liable to you or any third-party for any limitation, suspension, or termination of your access to the Service.
d. Account Login Information. When you create an account with FL, you will also be asked to input account login information. You are entirely responsible for maintaining the confidentiality of such login information. You agree not to use the account login information of any other user or to disclose your account login information to any third party. You agree to notify FL immediately if you suspect any unauthorized use of your account or any other breach of security within the Service. You are solely responsible for any and all use of your account, and FL will not be liable for your losses caused by any unauthorized use of your account.
e. Communications and Notifications. By creating an account with FL and providing your email address to us, you consent to FL communicating with you by email, including without limitation, to provide you notice of any security breach in lieu of other written notification. You may opt-out of this email communication by contacting us at firstname.lastname@example.org. By providing FL your email address, you consent to FL using the email address to send you Service-related notices, including among other things notices required by law, in lieu of postal mail. You may not opt out of Service-related e-mails. We may also use your email address to send you other promotional messages, including changes to FL features and special offers. If you do not want to receive such promotional email messages, you may opt out by changing your account settings or by sending mail to the following postal address:
FashionLoyal, Inc. 110 Bank Street, Suite 1J, New York, NY 10014
Opting out may prevent you from receiving email messages regarding updates, improvements, or special offers.
f. Mobile Devices. When you access the Service through a mobile device, your wireless service carrier's standard charges, data rates, and other fees may apply. Your carrier may prohibit or restrict the downloading, installing, or using of certain mobile services, and not all mobile services may work with all carriers or devices. You acknowledge and agree that your use of the Service must be in accordance with the usage rules established by your mobile device manufacturer and wireless service carrier.
g. User Identity. While using our Services, you may from time to time interact with a third party who is misrepresenting his/her/its identity or otherwise acting under false pretenses. FL does not and cannot confirm each user's purported identity and is not responsible for any damage or loss resulting from misrepresentations of identity. FL may attempt, but is under no obligation, to independently confirm a user's purported identity.
h. No Relationship Between Apple Inc. and FL. While the App is available for download through services owned and/or operated by Apple, Inc. there is no business relationship between the two parties and neither endorses, sponsors, nor guarantees the services of the other.
3. FL SELLERS
a. Sale of Goods. You must have the legal authority to sell any items that you list for sale on the Service. When listing your item for sale on the Service, you must describe your item and all terms of the proposed sale truthfully, accurately and completely, including providing a description of any damage to the item. Each unique item must have its own listing. If you sell an item, you agree to complete the transaction with the buyer unless the transaction is prohibited by law or this Terms of Service, subject to the return procedure described below.
b. Prohibited Items. You may not list or sell on the Service (i) any item that is illegal to sell under any applicable law, statute, ordinance, or regulation, (ii) designer knockoffs (items that are counterfeit, inauthentic, or not manufactured by the designer whose name, logo, trademark, or design is represented in or on the item), or (iii) any items that fall outside of the categories listed in the upload section of the Service. The items that you may list on the Service is strictly regulated by FL and can change at any time in FL’s sole discretion.
5. FL BUYERS
If you agree to purchase an item through the Service, you are obligated to complete the transaction in accordance with the terms and conditions specified by the seller (e.g., with respect to the listing price), unless the transaction is prohibited by law or these Terms of Service.
6. USER CONTENT
a. Responsibility. You are solely responsible for (i) all descriptions, pictures of items, listings, files, images, photos, information, data, text, software, music, sound, graphics, video, messages, works of authorship, or other materials that you upload, post, publish or display (hereinafter, "post") or otherwise transmit to, through, or in connection with the Service (“Content”), (ii) any other material or information that you transmit to other users of the Service, (iii) your interactions with other users of the Service, and (iv) all items that you sell or purchase through the Service. FL does not endorse and has no control over the Content you post on the Service. Content is not necessarily reviewed by FL prior to posting and does not necessarily reflect the opinions or policies of FL. FL makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other users. FL assumes no responsibility for monitoring the Service for inappropriate Content. If at any time FL chooses, in its sole discretion, to monitor the Service, FL nonetheless assumes no responsibility for the Content, has no obligation to modify or remove any inappropriate Content, and has no responsibility for the conduct of the user posting any such Content. Notwithstanding the foregoing, FL may delete any Content that, in the sole judgment of FL, violates this Terms of Service or that may be offensive, illegal or violate the rights, harm, or threaten the safety of any person or for any other reason.
b. Storing and Disclosure; Transmission. You acknowledge and agree that FL may store your Content and may also disclose your Content if required to do so by law or in the good faith belief that such storage or disclosure is reasonably necessary to: (i) comply with legal process, applicable laws or government requests; (ii) enforce this Terms of Service; (iii) respond to claims that any content violates the rights of third parties; or (iv) protect the rights, property, or personal safety of FL, its users and the public. You understand that the technical processing and transmission of the Service, including your Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices. It is possible for an outside website or a third party to re-post your Content, and you agree to hold FL harmless for any dispute concerning such use.
7. FASHIONLOYAL POINTS
FL users are rewarded points for their activity on or through the Service and are rewarded points for their loyalty to their favorite brands. The points have no monetary value and It is entirely up to the discretion of a particular brand on how points are redeemed, if at all. FL accepts no responsibility for loss of points due to technical problems or any other reason.
8. PROHIBITED CONTENT AND ACTIVITIES
The following are examples of the kind of Content and items that are illegal or prohibited to be posted on or through the Service. FL reserves the right to investigate and take appropriate legal action against anyone who, in FL's sole discretion, violates any of these provisions, including, without limitation, removing the offending Content or items from the Service, suspending or terminating the account of such violators, and reporting violators to the law enforcement authorities.
a. Prohibited Content includes, but is not limited to, Content that in the sole discretion of FL:
b. In addition, the following are examples of the kind of activity that is illegal or prohibited on the Service. FL reserves the right to investigate and take appropriate legal action against anyone who, in FL’s sole discretion, violates any of these provision, including, without limitation, suspending or terminating the account of such violators, and reporting violators to the law enforcement authorities. Prohibited activities include, without limitation:
9. PROPRIETARY RIGHTS
a. User Content. FL solely owns all rights, title, and interest in and to any Content you post on the Service. You hereby assign, convey, grant, quitclaim, transfer and forever relinquish exclusively to FL, and FL hereby accepts, all of your right, title and interest in and to all Content, throughout the universe in perpetuity, including without limitation, all copyright, patent, trademark, trade secret and other proprietary rights related to the Content, all rental, lending and moral rights, and all rights therein provided by United States law, international conventions and treaties, and the right to sue for past, present and future infringement thereof. To the extent the above assignment is not enforceable in any way, you agree and acknowledge that FL, without the payment of any fee to you, has the irrevocable, perpetual, sublicensable, transferable, exclusive, worldwide, royalty-free, unlimited right to (i) broadcast, copy, copyright, create derivative works from the Content and its derivatives, (ii) digitize, display, distribute, edit, execute, exhibit, modify, patent, perform, publish, reproduce, sell, televise, trademark, transmit, use and otherwise exploit the Content in any manner as determined by FL in its sole and absolute discretion, and (iii) authorize others to do any or all of the foregoing.
b. User Feedback. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service (“Submissions”), provided by you to FL are non-confidential and FL will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
c. FL Content. The Service contains information, files, images, photos, video, sounds, musical works, works of authorship, and other materials created by or on behalf of FL and published by FL in connection with the Service (collectively, “FL Content”). FL solely owns all rights, title, and interest in and to the FL Content, including but not limited to graphics, design, compilation, computer code, products, Software, visual interfaces, interactive features, and all other elements and components of the Service. FL Content is protected by copyright, trademark, patent, trade secret and other laws, and FL owns or licenses and retains all rights in the FL Content and the Service. FL hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the FL Content (excluding any software code) solely for your personal non-commercial use in connection with viewing the Site and using the Service in accordance with this Terms of Service. You agree not to copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, frame, scrape, rent, lease, loan, sell, or create derivative works based on any Content (whether posted on the Service by you or other users), the FL Content, or the Service. Any use of the Service or the FL Content other than as specifically authorized herein is strictly prohibited. You agree not to reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Service (including the Software). Any rights not expressly granted herein are reserved by FL.
d. Advertising. FL and its licensees may publicly display advertisements and other information adjacent to, or included with, your Content. You are not entitled to any compensation from such advertisements. The manner, mode, and extent of such advertising are subject to change without specific notice to you.
e. Trademarks. Certain graphics, logos, page headers, button icons, scripts, and service names located on the Service are trademarks, registered trademarks, or trade dress of FL (collectively the "FL Trademarks"). FL’s trademarks and trade dress may not be used in connection with any product or service that is not FL’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits FL. All other trademarks not owned by FL that appear on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by FL. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any FL Trademarks or third-party trademarks or service marks displayed on the Service, without our prior written permission. All goodwill generated from the use of FL Trademarks will inure to FL’s exclusive benefit.
10. COPYRIGHT POLICY
a. General. FL respects the legal rights of others, and we ask that our users do the same. FL has registered an agent with the United States Copyright Office in accordance with the terms of the Digital Millennium Copyright Act (“DMCA”) and avails itself of the protections under the DMCA. It is the policy of FL to terminate the right of a user to use the Service if such user repeatedly infringes the copyright rights of others upon receipt of prompt notification to FL by the copyright owner or the copyright owner’s legal agent.
b. Infringement Notice. If you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, to comply with the DMCA, you must provide FL’s designated copyright agent set forth below with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Service; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Please note that this procedure is exclusively for notifying FL that your copyrighted material has been infringed.
c. Counter-Notice. We may provide a user with notice that we have removed or disabled access to certain Content by means of a general notice on the Site, electronic mail to the user’s e-mail address in our records, or by written communication sent by first-class mail to the user’s physical address in our records. If you receive such a notice, you may provide counter-notification in writing to FL’s designated copyright agent set forth below that includes the information below. To be effective under the DMCA, the counter-notification must be a written communication that includes the following: (a) your physical or electronic signature; (b) identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled; (c) a statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and (d) your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which FL may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
d. Copyright Agent. FL’s copyright agent for notice of claims of copyright infringement can be contacted as follows:
Attn: Copyright Agent
110 Bank Street, Suite 1J
New York, NY10014
FL, ITS OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND AFFILIATES (COLLECTIVELY, “AFFILIATES”) ARE NOT RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT POSTED ON THE APPOR IN CONNECTION WITH THE SERVICE, WHETHER CAUSED BY USERS OF THE SITE, OUR ADVERTISERS OR CORPORATE PARTNERS, OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR UTILIZED IN THE OPERATION OF THE SITE OR THE SERVICE.
FL AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SITE OR THE SERVICE. UNDER NO CIRCUMSTANCES WILL FL AND ITS AFFILIATES BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING LOST DATA, LOST INFORMATION, PERSONAL INJURY OR DEATH, RESULTING FROM ANYONE’S USE OF THE SERVICE, ANY CONTENT POSTED ON THE SITE OR TRANSMITTED TO USERS, ANY ITEMS PURCHASED THROUGH THE SERVICE, OR ANY INTERACTIONS BETWEEN OR AMONG USERS OF THE SITE, WHETHER ONLINE OR OFFLINE.
FL AND ITS AFFILIATES ASSUME NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, USER COMMUNICATIONS AND ARE NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, FAILURE OF E-MAIL OR PLAYERS ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY WEBSITE OR COMBINATION THEREOF. FL AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR ANY INJURY OR DAMAGE TO ANY COMPUTER EQUIPMENT BELONGING TO ANY USER OF THE SERVICE OR ANY OTHER PERSON RELATED TO OR RESULTING FROM USE OF THE SERVICE, VIEWING, PLAYING OR DOWNLOADING ANY MATERIALS ON OR FROM THE SERVICE, OR OTHERWISE IN CONNECTION WITH THE SERVICE.
THE SITE, THE SERVICE, AND THE ITEMS SOLD THROUGH THE SERVICE ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND, EXCEPT AS OTHERWISE PROHIBITED BY APPLICABLE LAW, FL EXPRESSLY DISCLAIMS ANY WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, OR THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE, OR THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR WIRELESS DEVICE AND FOR ANY LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD. FL DOES NOT GUARANTEE ANY SPECIFIC RESULTS FROM YOUR USE OF THE SERVICE.
THE SERVICE MAY CONTAIN LINKS TO THIRD-PARTY WEBSITES THAT ARE NOT OWNED OR CONTROLLED BY FL. FL HAS NO CONTROL OVER, AND ASSUMES NO RESPONSIBILITY FOR, THE CONTENT, POLICIES, OR PRACTICES OF ANY THIRD-PARTY WEBSITES. YOU EXPRESSLY RELIEVE FL FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THIRD-PARTY WEBSITE OR SERVICES. FL DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. FL WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
FL MAY IN ITS SOLE DISCRETION, BUT IS NOT OBLIGATED TO, PREVIEW, REVIEW, SCREEN, REMOVE, OR EDIT CONTENT. YOU MAY BE EXPOSED TO CONTENT THAT IS INACCURATE, OFFENSIVE, INDECENT, OBJECTIONABLE, INFRINGING, AND YOU HEREBY AGREE TO WAIVE ANY LEGAL RIGHTS AND REMEDIES YOU MAY HAVE AGAINST FL FOR SUCH EXPOSURE.
FL MAKES NO WARRANTY THAT (I) YOU WILL BE ABLE TO SELL OR PURCHASE ANY ITEMS THROUGH THE SERVICE OR THAT THE SERVICE WILL OTHERWISE MEET YOUR REQUIREMENTS, (II) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (III) THE QUALITY OF ANY GOODS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.
12. FL LIMITATION OF LIABILITY
IN NO EVENT WILL FL AND ITS AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE OR THE ITEMS PURCHASED ON THE SERVICE, EVEN IF FL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, FL’S LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO FL FOR THE FL SERVICES RELATING TO THE CAUSE OF ACTION. THE FOREGOING LIMITATIONS OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
13. FL INDEMNITY AND RELEASE
You agree to indemnify and hold FL, its parents, subsidiaries, and affiliates, and their respective officers, directors, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, arising out of or relating to (a) your use of or access to the Service, (b) your purchase, sale, or use of any item offered for sale on the Service, (c) your breach of this Terms of Service, (d) any Content that you post on the Service, or (e) your violation of the rights of any third party. FL reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify FL and you agree to (i) cooperate with our defense of these claims and (ii) not to settle any matter without FL’s prior written consent.
14. RESOLUTION OF DISPUTES
In the event a dispute arises between you and FL, we want to provide you with an efficient and cost-effective means of resolving the dispute. User concerns may be resolved by calling our customer care department or e-mailing us at email@example.com
All arbitrations under this Terms of Service will be conducted on an individual (and not a class-wide) basis, and an arbitrator will have no authority to award class-wide relief. You acknowledge and agree that this Terms of Service specifically prohibit you from commencing any legal proceedings as a representative of others or joining in any arbitration proceedings brought by any other person (“class action waiver”).
15. FL PRIVACY
16. FL SECURITY
FL has implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
18. Notification Procedures
FL may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to users via email notice, written or hard copy notice, or through conspicuous posting of such notice on the Service, as determined by FL in its sole discretion. FL reserves the right to determine the form and means of providing notifications to our users, provided that you may opt out of certain means of notification as described in this Terms of Service. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
19. SPECIAL NOTICE FOR INTERNATIONAL USE; EXPORT CONTROLS
Software available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.
20. NOTICE FOR CALIFORNIA USERS
Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
21. MISCELLANEOUS TERMS
These Terms of Service constitute the entire agreement between you and FL and govern your use of the Service, superseding any prior agreements between you and FL with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content or third-party software. This Terms of Service will be governed by the laws of the State of New York without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and FL agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within New York. The failure of FL to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If the application of any provision of this Terms of Service to any particular facts or circumstances will be held to be invalid or unenforceable by an arbitration panel or a court of competent jurisdiction, then (i) the validity and enforceability of such provision as applied to any other particular facts or circumstances and the validity of other provisions of this Terms of Service will not in any way be affected or impaired thereby and (ii) such provision will be enforced to the maximum extent possible so as to effect the intent of the parties and reformed without further action by the parties to the extent necessary to make such provision valid and enforceable. You agree that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect.
Please contact us at firstname.lastname@example.org to ask any questions you have regarding this Terms of Service.