These Terms of Use (“Terms”) govern your use of the various websites and other online portals and other such platforms, including without limitation the web sites located at flosum.com (the foregoing, collectively, the “Site”), operated by Flosum Inc. (“Flosum,” “we,” “us” or “our”). These Terms are a binding contract between Flosum and you. Please read these Terms carefully before using the Site. By using the Site you have accepted these Terms. If you do not accept these Terms, do not use the Site.

Flosum Inc and its affiliates (“Flosum”) may modify all of any part of these Terms from time to time without notice to you, so you should check back often so that you are aware of your current rights and obligations. Your continued use of this website after changes to the Terms have been posted constitutes your binding acceptance of the updated Terms. If at any time the Terms are no longer acceptable to you, you should immediately cease all use of this website.

PLEASE NOTE THE ARBITRATION PROVISION SET FORTH BELOW, WHICH MAY, EXCEPT WHERE AND TO THE EXTENT PROHIBITED BY LAW, REQUIRE YOU TO ARBITRATE ANY CLAIMS YOU MAY HAVE AGAINST US ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY.

Copyrights

The Site and its content, features and functionality, including, without limitation, information, text, graphics, logos, button icons, images, audio clips, video clips, data compilations and the design, selection and arrangement thereof (collectively, the “Materials”), are either owned or licensed by Flosum. You may, view, print and/or download one copy of the Materials from the Site on any single computer solely for your personal, informational, non-commercial use, provided you keep intact all copyright and other proprietary notices. No Materials published by Flosum (whether on the Site or otherwise), in whole or in part, may be copied, reproduced, modified, republished, uploaded, posted, transmitted, or distributed in any form or by any means without prior written permission from Flosum. The use of any such Materials on any other website or networked computer environment or for any other purpose is strictly prohibited and such unauthorized use may violate copyright, trademark and other similar laws. Any unauthorized use of text or images may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. You agree to comply with reasonable written requests from us to help us protect our proprietary and intellectual property rights. If you believe that your work has been copied in a way that constitutes copyright infringement, please reach out to us.

Trademarks

The trademarks, service marks and logos of Flosum and others used on the Site ("Trademarks") are the property of Flosum and their respective owners. You have no right to use any such Trademarks, and nothing contained on the Site or within these Terms grants any right to use (by implication, waiver, estoppel or otherwise) any Trademarks without the prior written permission of Flosum or the respective owner.

Software Use

Any software ("Software") that is made available to you to download from the Site is the copyrighted work of Flosum and/or third parties. Your use of the Software is governed by the terms of the end user license agreement which accompanies or is included with the Software ("License Agreement"). You will not install any Software that is accompanied by or includes a License Agreement, unless you first agree to the terms of the License Agreement.

SOFTWARE IS WARRANTED, IF AT ALL, IN ACCORDANCE WITH THE TERMS OF THE LICENSE AGREEMENT. EXCEPT AS SET FORTH IN THE LICENSE AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID.

Communications

Except for any disclosure by you for technical support purposes, or as specified in our Privacy Statement, all communications from you to the Site will be considered non-confidential and non-proprietary. You agree that any and all comments, information, feedback and ideas regarding our company, products or services that you communicate to Flosum ("Feedback") will be deemed, at the time of communication to Flosum, the property of Flosum, and Flosum shall be entitled to full rights of ownership, including without limitation, unrestricted right to use or disclose such Feedback in any form, medium or technology now known or later developed, and for any purpose, commercial or otherwise, without compensation to you.

Rules of Conduct

Your use of the Site is subject to all applicable local, state, national and international laws and regulations, and you agree not to violate such laws and regulations. Any attempt by any person to deliberately damage the SIte may constitute a violation of criminal and civil laws, or the laws of your jurisdiction. Flosum reserves the right to seek damages from any person to the fullest extent permitted by law

Specifically, by using the Site, you agree to the following terms and limits on use:

  • You shall not distribute, link to or solicit content that is defamatory, harassing, unlawful, libelous, harmful to minors, threatening, obscene, false, misleading, or infringing a third party intellectual or privacy rights.
  • You may not engage in any activity on the Site that restricts or inhibits any other user from using or enjoying this Site or the Materials by "hacking," "cracking," "spoofing," or defacing any portions of the Site or the Materials.
  • You shall not copy, store, redistribute, decompile, reverse-engineer, reproduce, transmit, modify, alter, emulate or disassemble any part of the Site in any way, or create derivative works thereof.
  • You shall not access or search the Site by any means other than our publicly supported interfaces (for example, “scraping”).
  • You shall not violate or attempt to violate our security features, including logging into a server that you are not authorized to access, or probing the vulnerability of our systems and networks.
  • You shall not use the Site to harass, harm, threaten, abuse, or defame other users. You agree to be courteous and respectful to other users on the Site by not using inappropriate language in comments to public posts, groups, personal walls or private messages.
  • You shall not use the Site to violate or encourage others to violate any local, state, national or international law, regulation or order.
  • You shall not infringe any copyright, trademark, trade secret, patent or other right of any party.
  • You also shall respect the privacy of other users by not asking about personal information on public posts.
  • You agree to communicate with other members, whether on posts, personal wall, groups or via private message, in a work-related manner only.
  • You shall not participate on the Site in any manner that consists of any unsolicited or unauthorized advertising, commercial solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” political campaign materials, mass mailings, “pyramid schemes,” or any other form of solicitation.
  • You may not post or transmit through the Site software or other materials that contain viruses, worms, time bombs, Trojan horses, or other harmful or disruptive components, any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, "data mine", or in any way reproduce or circumvent the navigational structure or presentation of the Site or the Materials.
  • You may not harvest or collect information about visitors to the Site without their express written consent.

Links to Other Sites

Flosum may provide links from the Site to other websites and/or online platforms as a convenience to you and in no way should this be interpreted as an endorsement of any company, content or products to which it links. The linked sites are not under the control of Flosum and Flosum is not responsible for the content of any linked site or any link contained in a linked site. Flosum reserves the right to terminate any link at any time. If you decide to access any of the third party sites available via the Site, you do this entirely at your own risk. Flosum DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, TO ANY SUCH LINKED SITES, INCLUDING BUT NOT LIMITED TO ANY TERMS AS TO THE ACCURACY, OWNERSHIP, VALIDITY OR LEGALITY OF ANY CONTENT OF A LINKED SITE.

User Name and Password

Access to and use of password protected or secured areas of the Site is restricted to authorized users only. You will be asked to provide accurate and current information on all registration forms on the Site. You agree to provide truthful and accurate information during the account creation process. You also agree to maintain the accuracy of any submitted data. If you provided any information that is untrue, inaccurate, or incomplete, we reserve the right to terminate your account and suspend your use of the Site. You are solely responsible for maintaining the confidentiality of any username and password that you choose or is chosen by your web administrator on your behalf, to access the Site as well as any activity that occurs under your username/password. You will not misuse or share your username or password, misrepresent your identity or your affiliation with an entity, impersonate any person or entity, or misstate the origin of any Materials you are exposed to through the Site. If you violate your obligations under this section, your rights to access the Site may be terminated and you may be subject to prosecution.

Monitoring

Although Flosum is not obligated to do so, it will have the right to review your communications on the Site to determine whether you comply with these Terms. Flosum has the right in its sole discretion to edit, refuse to post, or remove any material submitted to or posted on the Site that it finds to be in violation of these Terms or otherwise objectionable. You are solely responsible for any information you post, transmit or otherwise make available on the Site. You acknowledge and agree that Flosum will not have any liability or responsibility for the content of any communications you post to the Site, for any errors or violations of any laws or regulations by you, or for any action or inaction with respect to any conduct, communication or posting on the Site.

Rights in Content

By displaying, publishing and making available for download and use by others any content, messages, text, files, images, photos, video, sounds, profiles, works of authorship, or any other materials ("Content") you give Flosum a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through the Site. You agree that this license includes a right for Flosum to make such Content available to other companies, organizations or individuals with whom Flosum has relationships for the provision of services, and to use such Content in connection with the provision of those services. You understand that Flosum may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit Flosum to take these actions. You confirm and warrant to Flosum that you have all the rights, power and authority necessary to grant the above license.

Global Availability

Flosum controls this site from its California office; other Flosum sites may be administered and operated from various locations inside and outside the United States. If you use the Site from other locations you are responsible for compliance with applicable local laws. Flosum makes no representation that the products and services referenced herein are appropriate, or available, worldwide and in fact certain products and services may not be available worldwide.

Export Restrictions

Various export control laws and regulations that prohibit the export or re-export of content, products, services, and technology to certain countries and persons may apply to the Site. You agree to comply with all export laws, regulations and restrictions of any applicable agency or authority and assume sole responsibility for any such unauthorized exportation.

INDEMNITY

You agree to indemnify, defend and hold Flosum its parent, subsidiaries, affiliates, officers, directors, shareholders, predecessors, successors in interest, employees, agents and licensors harmless from and against any and all claims, liabilities, damages, losses or expenses (including reasonable attorney's fees and costs) arising out of, based on or in connection with your access and/or use of the Site.

Disclaimer

Flosum assumes no responsibility for accuracy, correctness, timeliness, or content of the Materials provided on the Site. You should not assume that the Materials on the SIte are continuously updated or otherwise contain current information. Flosum is not responsible for supplying content or materials from the Site that have expired or have been removed. THE MATERIALS PROVIDED AT THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOUR USE OF THIS SITE IS AT YOUR OWN RISK. WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER TO YOU OR ANY OTHER PERSON RELATING IN ANY WAY TO THE SITE, THE MATERIALS OR THE CONTENT OR COMMUNICATIONS ON THE SITE, OR ANY WEBSITE OR OTHER CONTENT OR SERVICE THAT MAY BE ACCESSIBLE DIRECTLY OR INDIRECTLY THROUGH THE SITE, TO THE EXTENT PERMITTED BY LAW. FLOSUM DISCLAIMS ALL WARRANTIES (EXPRESS OR IMPLIED), CONDITION OR OTHER TERM OF ANY KIND, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR TITLE. ANY MATERIAL DOWNLOADED OR OBTAINED THROUGH THE USE OF THIS SITE IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY MATERIAL. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR A REPRESENTATIVE SHALL CREATE A WARRANTY. WE DO NOT GUARANTEE THAT THE SITE WILL MEET YOUR REQUIREMENTS, OR THAT IT WILL BE ERROR-FREE, RELIABLE, WITHOUT INTERRUPTION OR AVAILABLE AT ALL TIMES. WE DO NOT GUARANTEE THAT THE SERVICES THAT MAY BE OBTAINED FROM THE USE OF THE SITE, INCLUDING ANY SUPPORT SERVICES, WILL BE EFFECTIVE, RELIABLE, AND ACCURATE OR MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SITE (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT ALL TIMES OR LOCATIONS OF YOUR CHOOSING. FURTHER, WE DO NOT ENDORSE AND MAKE NO WARRANTY REGARDING THE ACCURACY OR RELIABILITY OF ANY OPINION, INFORMATION, ADVICE OR STATEMENT ON THE SITE.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, FLOSUM AND ITS SUPPLIERS ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, WITHOUT LIMITATION, LOSS PROFITS OR REVENUES, COSTS OF REPLACEMENT GOODS, LOSS OR DAMAGE TO DATA ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR ANY LINKED WEBSITE, OR DAMAGES RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION OR MATERIALS PRESENTED ON THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY EVEN IF FLOSUM OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO DAMAGES ARISING FROM (i) USE OF OR INABILITY TO USE THE SITE, (ii) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS BY THIRD PARTIES, (iv) THIRD PARTY CONTENT MADE AVAILABLE TO YOU THROUGH THE SITE, OR (v) ANY OTHER MATTER RELATING TO THE SITE.

Applicable Laws

These Terms shall be governed by the internal laws of the State of California, without regard and to the exclusion of California’s conflict of laws rules.. If one or more of the provisions contained in these Terms is held invalid, illegal, or unenforceable in any respect by any court of competent jurisdiction, such holding will not impair the validity, legality, or enforceability of the remaining provisions.

Dispute Resolution

Any controversy or claim arising out of or relating to These Terms, including the breach, termination or validity thereof, as well as all questions of arbitrability, shall be finally resolved by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules.

  1. The place, or legal seat of arbitration, shall be New York, New York, and the language of the arbitration shall be English.
  2. Parties may only bring claims in their individual capacity, and not in any representative capacity or on behalf of any class or purported class, and no arbitration commenced hereunder may be joined with or include any claims by any other persons. Each party shall bear its own arbitration filing fees.
  3. The arbitrator(s) shall issue a reasoned award and shall have the power to grant any interim or provisional measures that the arbitrator(s) deem appropriate, including, but not limited to, injunctive relief and specific performance, and any interim or provisional measures ordered by the arbitrator may be specifically enforced by any court of competent jurisdiction as a final award. Nothing herein, however, shall authorize the arbitrator(s) to act as amiable compositeurs, to proceed ex aequo et bono, or to exercise rights of jura novit curia. Each party hereto retains the right to seek interim measures from a judicial authority, and any such request shall not be deemed incompatible with the agreement to arbitrate or a waiver of the right to arbitrate.
  4. The arbitrator(s) shall award the prevailing party, if any as determined by the arbitrator(s), its reasonable costs, including reasonable attorneys fees. Judgment on any award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction.
  5. No information concerning an arbitration, beyond the names of the parties, their counsel or the relief requested, may be unilaterally disclosed to a third party by any party unless required by law. Any documentary or other evidence given by any party or witness in any arbitration shall be treated as confidential by any party whose access to such evidence arises exclusively because of its participation in the arbitration and shall not be disclosed to any third party (other than a witness or expert), except as may be required by law. Any party who commences any judicial proceeding in connection with an arbitration initiated hereunder shall endeavor to have the judicial record of any such proceeding sealed to the extent permitted by law.

Questions

If you have any questions regarding these Terms, please contact us hello@flosum.com.