Terms Of Service
Effective Date: October 1, 2020
These Terms of Service constitute a legally binding agreement between you as a registered account user (“User”or “you”) and Flip the Script, LLC (“Flip the Script”) governing your access and use of the Flip the Script website, content and services (collectively the “Platform”).
By checking the “I Agree to the Terms of Service” box, or using any part of Platform, you agree to be bound by these Terms of Service.
Internet technology, and the applicable laws, rules and regulations change frequently. Flip the Script reserves the right to make changes to these Terms of Service at any time.
This Agreement includes provisions for binding arbitration on an individual basis – which includes a waiver of a right to a jury trial or a right to file a class action.
Registration: There is no charge to register with Flip the Script. To register, you must be at least 18 years of age, accept these Terms of Service and provide a name and email.
Consent to Receive SMS Messages: By providing your mobile phone number and by opting into mobile phone-based notifications, you hereby consent to the receipt of notifications via short messages services (“SMS”), which may be subject to fees and costs charged by your cell phone provider. You may opt out by unsubscribing in response to SMS or by changing the message preferences in your Store Profile or on your mobile phone’s Notifications/Settings tab.
When a transaction for the purchase of products and/or services is initiated by you on the Platform, you expressly authorize Flip the Script’s payment processor to process all transaction-related charges.
- LICENSE TO USE THE SERVICES
Flip the Script grants registered users a limited, nonexclusive, non-transferable and revocable license to access and use the Platform and the content made generally available as well as purchased through the Platform. The license granted is for personal use only. You may not: (a) modify, disclose, alter, translate or create derivative works of the Platform, Services or any purchased content (“hereinafter “Platform Content”) contained therein; (b) license, sublicense, resell, distribute, lease, rent, lend, transfer, assign or otherwise dispose of the Platform and related services or content; (c) disassemble, decompile or reverse engineer any of the software components of the Platform or remove any copyright or trademark attribution on the content itself; (d) copy, frame or mirror any part of the Platform and related services or content; (e) interfere with or disrupt the integrity or performance of the Platform or services; or (f) attempt to gain unauthorized access to the Platform or its related services, components, systems or networks.
- SPONSORED CONTENT AND SPONSOR MARKETING
Flip the Script offers content through the Platform that is sponsored by third parties Subject to opt-in and opt-out requests as required by applicable law, registered users consent to Flip the Script’s sharing of their names and email addresses to enable sponsors to market and promote their products and services to registered users.
- TERMINATION BY FLIP THE SCRIPT
Flip the Script may temporarily suspend or terminate your access to the Platform at any time, if Flip the Script:
● Suspects a breach of these Terms of Service;
● Misuses content license in any manner
● Is unable to verify or authenticate registration information;
● Believes that you are acting inconsistently with the letter or spirit of Flip the Script's policies, have engaged in improper, unlawful or fraudulent activity in connection with the Platform or that your actions may cause legal liability or financial loss to Flip the Script;
● Ceases to provide the Platform services; or
● Believes you are infringing the rights of third parties
● Engage in any prohibited
Survival: The following Sections survive termination of these Terms of Service: Feedback License, Individual Arbitration, User Responsibility, Disclaimers and Exclusions, Indemnification, and Governing Law.
- PROHIBITED CONDUCT
In your use of the Platform, you may not:
● Post false, inaccurate, misleading, defamatory or harassing content;
● Transfer or sell access to the Platform to any third party;
● Infringe upon any patent, copyright, trademark, trade secret, right of publicity or other third party rights;
● Attempt to use another account, impersonate another person or entity, misrepresent your affiliation with a person or entity, or create or use a false identity;
● Post obscene or sexually explicit content;
● Distribute or transmit any code, virus or any other technologies, whether now known or yet to be developed, that may harm the Platform or its users;
● Modify, adapt or hack the Platform or modify another Platform so as to falsely imply that it is associated with Flip the Script;
● Distribute or post spam, unsolicited or bulk electronic communications to Platform users;
● Use any robot, spider, scraper or other automated means to access the Platform for any purpose whatsoever;
● Take any action that imposes, or may impose, an unreasonable or disproportionately large load on the Platform’s infrastructure;
● Interfere or attempt to interfere with the proper working of the Platform, its Services or tools; or
● Bypass the Platform’s robot exclusion headers or other measures Flip the Script may use to prevent or restrict access to the Platform.
- FEEDBACK LICENSE
Flip the Script welcomes all suggestions to improve our Services, but considers any feedback from its users to be helpful advice, freely given. To ensure against any misunderstandings, we want to emphasize that we do not compensate for any ideas, proposals or suggestions provided by its users to Flip the Script in accordance with the following:
Non-Proprietary: Flip the Script considers any suggestions, ideas, proposals or other material submitted to it by users, whether solicited or unsolicited, (collectively, the “Feedback) to be non-confidential and non-proprietary. Flip the Script shall not be liable for the disclosure, use or exploitation of such Feedback.
License: You hereby grant and agree to grant Flip the Script a worldwide, non exclusive, perpetual, irrevocable, royalty-free and transferable right and license to incorporate, use, publish and exploit the Feedback for any purpose whatsoever, commercial or otherwise, without compensation or accounting.
- CUSTOMER SERVICE SUPPORT
Flip the Script is available by email at firstname.lastname@example.org to address any issues you may have regarding your use of the Services. Most concerns can be quickly resolved in this manner.
- INDIVIDUAL ARBITRATION
EXCEPT AS OTHERWISE STATED HEREIN, any claim or controversy with Flip the Script arising out of or relating to the Platform, Services, Products, content Services purchased through the Platform, and/or these Terms of Service (including its formation, interpretation, performance and breach) shall be settled by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, excluding any rules or procedures governing or permitting class actions. Any judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Any arbitration conducted pursuant to this Terms of Service shall be governed by the Federal Arbitration Act, 9 U.S.C. §§1-16).
ANY ARBITRATION UNDER THIS AGREEMENT WILL BE ON AN INDIVIDUAL BASIS ONLY. THE
PARTIES EXPRESSLY WAIVE THEIR RIGHT TO FILE OR JOIN A CLASS ACTION OR PRIVATE
ATTORNEY GENERAL ACTION, OR TO CONSOLIDATE THEIR ARBITRATION WITH OTHER
ARBITRATIONS. YOU ARE WAIVING YOUR RIGHTS TO HAVE YOUR CASE DECIDED BY A
JUDGE OR JURY. IF ANY PROVISION OF THIS ARBITRATION AGREEMENT IS FOUND
UNENFORCEABLE, THE UNENFORCEABLE PROVISION SHALL BE SEVERED AND THE
REMAINING PROVISIONS SHALL REMAIN ENFORCEABLE.
The AAA’s rules, as well as forms for initiating arbitration proceedings, are available at www.adr.org. When initiating a request to arbitrate with the AAA, you must also send a copy of the completed form to: Flip the Script, Inc. at PO box 250485, Plano, Texas, 75025.
Unless otherwise agreed to in writing by the parties, any dispute arising from these Terms of Service shall be conducted in English at the following location: State of California, United States.
Exception: Small Claims Court Claims. Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in small claims courts for disputes or claims within the scope of that court’s jurisdiction.
- FLIP THE SCRIPT'S INTELLECTUAL PROPERTY
All right, title and interest in the Platform and Content are owned by Flip the Script, LLC.
Copyright: The Platform and its content, logos, design, text, graphics, images and other files, and the selection, arrangement and organization thereof, are owned by Flip the Script. You may not use such materials without permission. © 2020 Flip the Script, LLC. ALL RIGHTS RESERVED.
Trademarks: Flip the Script and its logos are trademarks owned by Flip the Script. All page headers, custom graphics, button icons, scripts and service names are trademarks or trade dress of Flip the Script.
Ownership and Use: Unless otherwise stated herein, nothing in these Terms of Service or your use of the Platform gives you a right or license to use any of Flip the Script’s copyrights, trade names, trademarks, service marks, logos, domain names, or any other intellectual property rights.
- DMCA - NOTICE OF CLAIMED COPYRIGHT INFRINGEMENT
If you have a good faith belief that your copyright has been infringed, you can download and submit a Notice of Claimed Infringement to Flip the Script’s Designated Agent, with the following information:
By mail to Flip the Script’s DMCA Registered Agent: PO box 250485, Plano, Texas, 75025By email: email@example.com
- DISCLAIMERS;EXCLUSIONS AND LIMITATION OF LIABILITY
TO THE EXTENT PERMITTED BY APPLICABLE LAW, FLIP THE SCRIPT, THE PLATFORM, SERVICES AND ALL CONTENT OTHERWISE MADE AVAILABLE TO YOU THROUGH THE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. FLIP THE SCRIPT DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM, ITS SERVICES OR CONTENT (I) WILL BE UNINTERRUPTED, (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS, (III) WILL MEET YOUR REQUIREMENTS, OR (IV) WILL OPERATE IN THE CONFIGURATION OR WITH OTHER HARDWARE OR SOFTWARE YOU USE. EXCEPT WHERE PROHIBITED BY LAW, FLIP THE SCRIPT EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT AND WILL NOT BE LIABLE FOR YOUR USE OF OR RELIANCE ON THE PLATFORM, SERVICES, OR CONTENT OTHERWISE MADE AVAILABLE TO YOU THROUGH THE PLATFORM.
FLIP THE SCRIPT DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE PLATFORM, SERVICES AND/OR CONTENT. FLIP THE SCRIPT DOES NOT CONTROL USERS’ OR ANY THIRD PARTY SERVICES, PRODUCTS, GOODS, RESOURCES AND INFORMATION ON THE PLATFORM. TO THE EXTENT PERMITTED BY APPLICABLE LAW, FLIP THE SCRIPT MAKES NO WARRANTIES REGARDING ANY THIRD PARTY SERVICES, GOODS, PRODUCTS, RESOURCES AND INFORMATION INCLUDING, WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON INFRINGEMENT AND WILL NOT BE LIABLE FOR SUCH THIRD PARTY SERVICES, GOODS, PRODUCTS, RESOURCES OR INFORMATION.
AGGREGATE LIABILITY: IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF FLIP THE SCRIPT, NOR ANY OF ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, AGENTS, VOLUNTEERS, ATTORNEYS, MANAGERS, LICENSORS, BUSINESS PARTNERS, SUPPLIERS, OR MERCHANTS, ARISING FROM, RELATING TO, OR CONNECTED WITH THIS PLATFORM, SERVICES AND/OR CONTENT, EXCEED $50.00.
LIMITATION OF LIABILITY: YOU EXPRESSLY AGREE THAT YOUR USE OF THE PLATFORM, SERVICES AND/OR CONTENT IS AT YOUR SOLE RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, FLIP THE SCRIPT WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE PLATFORM, SERVICES, OR CONTENT, EVEN IF FLIP THE SCRIPT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless Flip the Script, and its subsidiaries, affiliates, officers, directors, shareholders, employees, representatives, agents, volunteers, attorneys, managers, licensors, business partners and each of their respective successors and assigns (the “Indemnified Parties”) from and against all damages, losses, liabilities, claims, expenses, fees or costs (including, without limitation, attorneys’ fees and costs) incurred in connection with any claim, demand or action brought or asserted against any of the Indemnified Parties (i) alleging facts or circumstances that would constitute a breach of any provision of these Terms of Service, (ii) arising from, related to, or connected with your use of the Platform or access to any content made available through the Platform, and/or (iii) arising from or relating to any communications, acts or omissions made with respect to any third party sponsor of Platform content.
If any provision contained in these Terms of Service is or becomes invalid, illegal, or unenforceable in whole or in part, such invalidity, illegality, or unenforceability shall not affect the enforceability of the remaining provisions and portions of these Terms of Service, and the invalid, illegal, or unenforceable provision shall be deemed modified so as to have the most similar result that is valid and enforceable under applicable law.
Our employees, volunteers or agents are not authorized to vary these Terms of Service. No modification of these Terms of Service shall be effective unless it is in writing and either signed by an authorized representative of Flip the Script or posted on this Platform by Flip the Script.
- NO AGENCY
The parties to these Terms of Service are independent contractors. No agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these Terms of Service.
You shall not assign any of the rights or obligations under these Terms of Service without the prior written consent of Flip the Script. Flip the Script may at any time assign, transfer or subcontract any or all of its rights or obligations under these Terms of Service without your consent.
- SUCCESSORS AND ASSIGNS
These Terms of Service are binding on and inure to the benefit of the parties and their respective successors and permitted assigns.
- GOVERNING LAW
These Terms of Service shall be governed by, construed and enforced in accordance with the laws of the State of California , without regard to or California’s conflict of law principles. The parties consent to the exclusive jurisdiction of the State of California with regard to any dispute, controversy or claim arising out of or relating to these Terms of Service, or the breach thereof and waive all rights to contest this exclusive jurisdiction and venue of such Courts.
- NO WAIVER
The failure or delay of either party to exercise any right, power or privilege under these Terms of Service will not operate as a waiver thereof.
Headings are for reference purposes only and do not limit the scope or extent of such section.
- FORCE MAJEURE
Flip the Script will not be liable or responsible for any delays in service, for failing to provide the Services or to operate the Platform as a result of any event beyond its reasonable control, including, without limitation, adverse weather conditions, internet outage or interruption of service, telecommunications or power outage, fire, flood, civil disobedience, labor disruptions, strikes, lockouts, freight embargoes, terrorism, natural disaster, war or acts of God.
All legal notices required or permitted to be given under these Terms of Service will be in writing and delivered to: Flip the Script, Inc., firstname.lastname@example.org and PO box 250485, Plano, Texas, 75025 or email of the registered user. All notices by Flip the Script will be sent to the email address associated with your account or will be conspicuously posted on the Platform.
- COMPLAINTS - CALIFORNIA RESIDENTS
If you are a California resident, in accordance with California Civil Code Section 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Affairs of the California Department of Consumer Affairs by contacting them in writing at: 400 R Street, Sacramento, California 95814, or by telephone at (800) 952-5210.
- ENTIRE AGREEMENT
These Terms of Service comprise the entire agreement between you and Flip the Script and supersede all prior or contemporaneous agreements, written or oral, between the parties regarding the subject matter contained herein.