Terms of Use & Services
We know it's long, but please read these terms and be informed.
Company: Fluint, Inc. (“Company”, “us”, “our”, and “we”).
Company Website: The website located at www.fluint.io, together with any websites on related domains or subdomains, the “Site”.
Company Apps: The online or mobile application(s) or platforms entitled “Fluint” (collectively, the“App”).
These Terms of Use (these “Terms”) are a legal agreement between you and your business, if applicable, on the one hand (together, “you” or “your”), and the Company on the other hand. Along with any sales order or unique agreement we have entered into with you (“Customer Agreement”), these Terms govern your access and use of the Site and App. If there is a conflict between these Terms and a Customer Agreement, the provisions of the Customer Agreement prevail.
These Terms govern your use of (i) any websites or web applications developed by the Company, including the Site; (ii) any mobile or online applications made available by the Company, including the App; and (iii) any feature, content, software, services or other products available on or through the Site or the App (together, the “Services”).
Information available through the Services are copyrighted works belonging to the Company, as are the Site and the App. Certain Services may be subject to additional policies, guidelines, terms, or rules, including the Company’s Privacy Policy.
These terms set forth the legally binding terms and conditions that govern your use of the Services.By accessing or using the Services, you are accepting these terms (on behalf of yourself and/or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these terms (on behalf of yourself or the entity that you represent). If you do not agree with all of the provisions of these terms, do not access and/or use the services.
1. Accounts
1.1 Account Creation. In order to use certain Services, you may be required to register for an account on the Site or the App (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions provided in your Account. Company may suspend or terminate your Account in accordance with these Terms at any time, and you agree that Company will not have any liability whatsoever to you for any termination of your Account.
1.2 Account Eligibility. As an express condition of being permitted to create and access an Account, you represent and warrant that you (i) have the legal capacity (including, without limitation, being of sufficient age) to enter into contracts under the law of the jurisdiction in which you reside; (ii) are not on a list of persons barred from receiving services under U.S. laws (including, without limitation, the Denied PersonsList and the Entity List issued by the U.S. Department of Commerce, Bureau of Industry and Security) or other applicable jurisdictions; (iii) are not a resident of any country which is subject to currently-ongoing sanctions imposed by the United States of America or the United Nations; and (iv) are at least 18 years of age or older.
1.3 Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under yourAccount. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. To the extent you share your customer data with Fluint in order to provideServices, as defined in the Privacy Policy, you represent and warrant that you have the full right and power to provide Fluint with such data and, to the extent required under applicable law, you have received any necessary consents and provided any necessary notices to the relevant individuals. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. Furthermore, you accept all risks associated with the unauthorized access to your Account.
1.4 Account Password. Upon registration for an Account, you will provide the Company with a password to access your Account. You are responsible for maintaining the confidentiality of your password and for all of your activities and those of any third party that occur through your Account, whether or not authorized by you. You agree to immediately notify Company ofany suspected or actual unauthorized use of your Account. You agree that Company will not under any circumstances be liable for any cost, loss, damages or expense sarising out of a failure by you to maintain the security of your password orAccount information.
1.5 Account Notices. By providing us with your email address, you agree to receive all required notices electronically, to the email address provided. Notices will be provided in HTML format, in the text ofthe e-mail delivered to you, in an electronic document attached to the email, or through a link to an appropriate notice page on the Site accessible through any standard, commercially available Internet browser.
1.6 Account Termination. You may delete yourAccount at any time, for any reason, by following the instructions provided in your Account. Company may suspend or terminate your Account in accordance with these Terms at any time, and you agree that Company will not have any liability for any termination of yourAccount in accordance with the Terms.
1.7 Monitoring; Enforcement. You hereby authorizeCompany, and Company hereby reserves the right (but has no obligation) to review any User Content submitted by you (if applicable), to monitor your use of the Services and Company Content, and to investigate and/or take appropriate action if you violate these Terms or applicable laws. Such actions may include removing or modifying your User Content, and terminating your Account in accordance with these Terms.
2. Access to the Services
2.1 License. Subject to timely payment of any applicable subscription dues or fees, Company grants you a non-transferable, non-exclusive, revocable, non-sublicenseable, limited license to use and access the Services solely for your own personal, noncommercial use, and to display Company content on your computer or other device (the “License”). This License is expressly conditioned on compliance with these Terms and is specifically subject to any restrictions set forth herein. This License is revocable by Company at any time without notice, and theCompany will not be liable to you or to any third party for any such revocation. Unless explicitly stated herein, nothing in the Terms may be construed as conferring any license to any intellectual property rights, whether by estoppel, implication or otherwise.
2.2 CertainRestrictions. The License granted to you in these Terms are subject to the following restrictions: (a) you shall not license, resell, rent, publish, transfer, assign, or redistribute the Services;(b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you shall not access the Services in order to build a similar or competitive website, product, or service; (d) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (e) you shall remain at all times in compliance with the Terms set forth herein. You may not assist any third party in carrying out these prohibited activities. Unless otherwise indicated, any future release, update, or other addition to functionality of the Services shall be subject to these Terms. All copyright and other proprietary notices displayed through the Services (or on any content displayed through the Services) must be retained on all copies thereof.
2.3 Acceptable Use Policy. The following terms constitute our“Acceptable Use Policy”:
(a) You agree not to use the Services to collect, upload, transmit, display, or distribute any User Content or to take any action that: (i) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) is harmful to minors in any way; or (iv) is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
(b) You agree not to: (i) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Services to harvest ,collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to theServices, or attempt to do so, including via sending a virus, overloading, flooding, spamming, mail-bombing, or scripting, or violate the regulations, policies or procedures of the networks over which the Services are available;(v) attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with any Services), whether through password mining or any other means; (vi) otherwise use the Services except as expressly allowed under these Terms.
2.4 Modification. Company reserves the right to modify, suspend, or discontinue any Services (in whole or in part) or the License with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or the License or the Fees, orany parts thereof.
3. Content
3.1 Company Content. Except as may be otherwise noted, the information and materials (including, without limitation, HTML, text, audio, video, source code, object code, software and FAQs and other content) created, generated, and/or made available by Company on or via the Services (collectively, “Company Content”)are the copyrighted works of Company, and Company and its licensors expressly retain all right title and interest in and to the Company Content, including, without limitation, all Intellectual Property Rights therein and thereto. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the content of the Services for any purpose. Nothing in these Terms or on the Site or Platform should be construed as granting you any right to use any trademark, service mark, logo, or trade name of Fluint.
3.2 User Content.
(a) Definition and Responsibility. “User Content” means any and all information and content that a user submits to or creates with, the Services (e.g., content in the user’s profile or workspaces). You are solely responsible for your UserContent. You assume all risks associated with use by the Company or other parties of your User Content, including any reliance on its accuracy, completeness or usefulness, or any disclosure of your UserContent that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate these Terms or PrivacyPolicy. You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Company. You have all right, title, and interest in the User Content you provide. By submitting or posting any UserContent, you grant Company the right to use, prepare derivative works of and/oralter such User Content, for the purpose of providing the Services. Because you alone are responsible for your User Content, you may expose yourself toliability if, for example, your User Content violates the Terms.
(b) Other Users. Each user of any Service is solely responsible for any and all of its own User Content. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. You are responsible for ensuring others’ use of the Services, after an invitation or link is extended by you for the purpose of commenting, recording, transcribing, and sharing User Content with others, is done so with the proper informed consent and adheres to the Privacy Policy. W emake no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other users of any Services are solely between you and such users. You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any other user of any Service, we are under no obligation to become involved.
(c) Deletion of User Content. You understand that any termination of your Account may involve deletion of yourUser Content associated with your Account from our live databases. Company will not have any liability whatsoever to you for any termination of your Account or deletion of your User Content.
3.3 Feedback. If you provide Company with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to Company all rights in such Feedback and agree that Company shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary.
3.4 Copyright Policy. As a condition of your right to use the Services, you agree to respect the Intellectual Property Rights of others. Accordingly, you agree not to upload or post to the Service any copyrighted materials, trademarks or other proprietary information belonging to any third party without the prior written consent of the applicable third party. In connection with the Services, we have adopted and implemented a Digital Millennium Copyright Act (“DMCA”) procedure. Company’s DMCA procedure is in accordance with that suggested byDMCA, the text of which can be found at the U.S. Copyright Office web site (as of the last revision date of these Terms, located at http://www.copyright.gov/legislation/dmca.pdf). If you believe that your copyrighted work has been illegally uploaded or posted on the Services, you may send a written notice to Company at the email set forth in the Company Contact Information above, and Company will respond pursuant to its DMCA procedure. Company reserves all rights to seek damages and Fees associated with infringement and/or fraud.
4. Payment Terms.
4.1 Paid Services. Company may offer Services to be paid for on a recurring basis (“Paid Services”). The License to use and access any Paid Services is expressly conditioned on full payment of any amounts payable therefor (the “Fees”). By using or accessing any Paid Services, you hereby agree to pay in full any applicable Fees for such PaidServices which may be established by Company from time to time. Failure to comply with or otherwise pay Fees due is a material breach of these Terms.
4.2 Fee Amounts; Changes. Fees may be established and communicated by the Company via email, a posting through the Services (such as on the Site or in the App), a notice posted inside or delivered to your Account, or as otherwise agreed by written CustomerAgreement executed by you and the Company. Notice of any Fee changes may be delivered via email. You agree to periodically review Company pricing and policies made available through the Services in order to stay informed. Your continued use of any Paid Services affected by a change in Fees will constitute your agreement to such changes and authorization for the Company to collect any such Fees on a going forward basis. Any change to Fees and other charges will not be applicable until the billing period or renewal period after the period in which the change to Fees occurs. Where applicable, taxes may also be charged. Except as expressly provided in these Terms, fees are non-refundable.
4.3 Payment. Fees may be paid by debit card, credit card, or other form that Company communicates in writing as being acceptable. If you link a debit or credit card to your account, you hereby authorize us to collect all Fees by debit from your linked debit card or charge to your linked credit card without further authorization, including any charges or fees incurred as a result of such debit or charge. Regardless of payment method, we reserve the right to collect Fees from any balance in your Account or from your linked bank account.
5. Mutual Indemnification.
5.1 Company's Indemnity. Company shall (a) defend you from and against any claim by a third party alleging that the technology underlying the Services, when used as authorized under these Terms, infringes or misappropriates such third party’s trademark, United States patent, copyright, or trade secret, and (b) in relation to such claim, indemnify and hold you harmless from any damages and costs finally awarded or agreed to in settlement by Company (including reasonable attorneys’ fees). The foregoing limitation does not apply to the extent that the alleged infringement or misappropriation arises from: (i) Third-Party Components; (ii) Customer Data; (iii) access to or use of the Services in combination with any hardware, system, software, network, or other materials or service not provided by Company; (iv) modification of the Services other than by or on behalf of Company; (v) failure to timely implement any modifications, upgrades, replacements, or enhancements made available to you by or on behalf of Company; (vi) allegation of facts that, if true, would constitute your breach of any of your representations, warranties, covenants, or obligations under these Terms; (vii) the gross negligence or willful misconduct of you, any of your Users or any third party acting on your behalf.
5.2 Customer's Indemnity. You shall (a) defend Company from and against any claim by a third party arising from (i) your or your Users’ use of the Services in an unlawful manner or in violation of these Terms, or (ii) any customer data or customer’s use of customer data with the Services, and (b) in relation to such claim, indemnify and hold harmless Company from any damages and costs finally awarded or agreed to in settlement by you (including reasonable attorneys’ fees).
5.3 Written Notice. As a condition to such indemnification each of you and Company must provide the other with written notice of such claim. Neither Company nor you will enter into any settlement or compromise of any such claim without the indemnifying party's prior written consent. The indemnifying party will assume the exclusive defense and control of any matter subject to indemnification. In all events, each of Company and you will cooperate with the other in the defense of any claim, at the indemnifying party’s expense.
6. Release, Limitation on Liability; Disclaimers.
6.1 Release. We assume no responsibility for any error, interruption, defect, or delay in operation or transmission due to theft or destruction or unauthorized access to, or alteration of, any materials, Content, or Services. We are not responsible for problems or technical malfunction or failure of any telephone network, computer systems or equipment, servers, software, failure due to technical problems or traffic congestion on theInternet or on the Services. We shall not be responsible for any loss or damage, including personal injury or death, resulting from the conduct of any users of the Services. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to Company, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.
6.2 Limitation of Liability. EXCEPT FOR LIABILITIES ARISING FROM A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 5 (INDEMNIFICATION), EITHER PARTY’S AGGREGATE LIABILITY TO THE OTHER PARTY ARISING OUT OF OR RELATED TO THE AGREEMENT OR THE SERVICES WILL NOT EXCEED THE FEES ACTUALLY RECEIVED BY COMPANY FROM YOU FOR THE SERVICES GIVING RISE TO THE LIABILITY IN THE TWELVE MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE LIABILITY AROSE. THE FOREGOING LIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, BUT WILL NOT LIMIT YOUR PAYMENT OBLIGATIONS UNDER THE “FEES” SECTION ABOVE.
6.3 Disclaimers.
(a) All information and Content on the Site or Platform is for informational purposes only and Company provides no guarantees with respect thereto. Your use of the Site, App, and/or Services is at your sole discretion and risk. The Services and Content thereon are provided on an AS IS and AS AVAILABLE basis without warranties of any kind. We do not represent or warrant that Services or User Content will be of any certain standard of quality.
(b) WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND,EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, PLATFORM, AND/OR SERVICES OR ANY CONTENT THEREON, INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE,MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY,RELIABILITY, TIMELINESS, OR PERFORMANCE OF THE SITE, PLATFORM, AND/OR SERVICES;(II) THAT THE SITE, PLATFORM, OR SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; (III) REGARDING THE ACCURACY, QUALITY, CURRENCY,COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED.
(c) No advice or information, whether oral or written,obtained by you from us, shall create any warranty that is not expressly statedin these Terms. If you choose to rely on such information, you do so solely atyour own risk. Some jurisdictions do not allow the exclusion of certainwarranties. Accordingly, some of the above exclusions may not apply to you.Check your local laws for any restrictions or limitations regarding theexclusion of implied warranties.
(d) You acknowledge and agree that Company is not a data retention service. You therefore must create backups of your data and Company shall have no responsibility or liability in respect of any loss of, damage to,or corruption of any such data.
6.4 Acknowledgement. You acknowledge that the Services may not function correctly and without error all the time, and agree that Company shall not be held liable for downtime in accessibility or errors in functionality.
7. Term and Termination. These Terms are effective beginning when you (a) accept these Terms, (b) register for an account, or (c) access or otherwise use the Services, in each such case whichever occurs first, and ending when terminated as described in this Section 7.
7.1 Renewal. At the end of the initial Subscription term, except as otherwise specified in a Customer Agreement, all Subscriptions purchased by you will renew automatically for additional period unless you or Company notifies the other in writing, at least 15 days prior to the end of the then-current subscription term, that it chooses not to renew.
7.2 Termination or Expiration. Upon termination or expiration of a Customer Agreement; (a) you will immediately cease use of the Services and all rights granted to you under the Customer Agreement will terminate; (b) we will make the Customer Data, including your content, available to you for download or export for a period of 30 days following such termination and then will delete same.
7.3 Termination. In the event of a termination due to an uncured breach by Company, Company will refund you any prepaid Fees for Services that have not been provided under the applicable Customer Agreement on a pro-rated basis. If a Customer Agreement is terminated by Company in accordance with Section 7 above, you will pay any unpaid fees covering the remainder of the term to the extent permitted by applicable law. In no event will termination relieve you of your obligation to pay any fees payable to Company for the period prior to the effective date of termination.
8. Dispute Resolution.
8.1 Governing Law. The Agreement will begoverned by laws of the State of Colorado, USA without regard to its choice of law or conflicts of law principles. You and Company consent to the exclusive jurisdiction and venue of the state and federal courts located in Denver County, Colorado, USA, except that temporary relief to enjoin infringement of intellectual property rights may be sought in any court of competent jurisdiction. EACH PARTY WAIVES ANY OBJECTION (ON THE GROUNDS OF LACK OF JURISDICTION, FORUM NON CONVENIENS OR OTHERWISE) TO THE EXERCISE OF SUCH JURISDICTION OVER IT BY ANY SUCH COURTS.
8.2 Injunctive Relief. You acknowledge that any use of the Services contrary to the Terms, or any transfer, sublicensing, copying or disclosure of technical information or materials related to the Services, may cause irreparable injury to Company, and, under such circumstances Company will be entitled to equitable relief, without posting bond or other security, including, but not limited to, preliminary and permanent injunctive relief.
9. General
9.1 Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on the Site or through your Account. You are responsible for providing us with your most current e-mail address. Continued use of the Services following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
9.2 Disclosures. Company is located at the address set forth above. If you are aCalifornia resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of ConsumerAffairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, orby telephone at (800) 952-5210.
9.3 Electronic Communications. The communications between you and Company use electronic means, whether you use the Services or send us emails, or whether Company posts notices via the Services or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be a hard copy in writing. The foregoing does not affect your non-waivable rights.
9.4 Entire Terms. These Terms, a Customer Agreement, and the Privacy Policy comprise the entire agreement between you and Company, and Company’s entire liability and your exclusive remedy with respect to the Services, and supersede all prior agreements pertaining to subject matters of the Terms, a CustomerAgreement, and the Privacy Policy, and you specifically acknowledge that you have not entered into these Terms relying upon any oral or written public comments made by Company regarding future functionality or features of the Services.
Company Contact Information:
Attention: Nate Nasralla
1900 Grant Street, Ste 510
Denver, CO 80203
Telephone: +1 630-247-0830
Email: hello@fluint.io
Last updated: December 5th, 2023.
