Terms of Use
1. Preamble
These Terms of Use (the “Terms”) set forth legally binding terms and conditions that govern your access to and use of the website under the domain name www.flowla.com, the services and materials offered thereon, and any other content, media, social media accounts linked to or otherwise associated therewith, including any portions thereof available only to our registered users (collectively, the “Website”).
The Website is owned, operated, and distributed by Flowla, Ltd., a company validly incorporated and legally existing in the United Kingdom with a registered address of Flat 15 Chesterfield House, 1B King Henry’s Road, London, NW3 3QP (hereinafter referred to as “Flowla”, “Company”, “we” and by similar words such as “us”, “our”, etc.).
2. Agreement and Acknowledgement
Flowla helps organizations to improve their engagement for professional business relationships, track engagement insights of the community, and receive actionable analytics with interaction outputs regarding their documents. With Flowla, you can build an engagement with prospects for an outstanding buying experience, introduce your organization to the new colleagues that recently joined your team, and complete fundraising processes in an effective way, and many more.
By accessing and using the Website, making payment for the Services, registering for an account, logging into the Account Dashboard, creating and sharing a Flow, navigating the Website, leaving a comment on the Flow, contacting us, and using the Services in any manner, you acknowledge that you have read, understand, and agree to be bound by and comply with the provisions set forth in these Terms. If you do not accept these Terms (or any part thereof) or the Privacy Policy, you must discontinue your access and/or use of the Website and, if any, immediately delete your account on the Website.
These Terms are entered into by and between you and Flowla and, together with the Privacy Policy and any other documents expressly referenced, govern your access to and use of the Website and any content or features of the Services.
We are fully committed to protecting your and others' privacy and security and to addressing their concerns. You can read our Privacy Policy to learn more about how we handle your personal information in detail.
3. Amendments to the Terms
We reserve the right to update, modify or remove these Terms by providing you with the updates and alterations. In this regard, we will notify you by pop-ups on the Website or any other communication channels at least 15 (fifteen) days before the date on which the updates, modifications, or amendments on the Terms will enter into force. If you do not agree with the changes to these Terms, you may terminate these Terms immediately by discontinuing your access to and use of the Website and, if any, deleting your account on the Website.
If you continue to access or use the Website after such update, we will assume that you have accepted the amended Terms.
These Terms also apply, without limitation, to any new features, functionality or tools added to the Website.
The most current version of these Terms may be viewed at any time on the Website. It is in your best interest to periodically review the Terms for any updates, changes or additions that may affect you.
We will not be liable if all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some or all parts of the Website according to these Terms.
4. Definitions
Within the context of herein Terms, the following expressions shall bear the meanings ascribed to them below:
Account Dashboard: A dashboard for the Members where they can create Flows and share them with any Users, track views, receive analytics and update account information, manage and delete their accounts.
Contact: A natural person who accesses and/or uses the Flow with a unique Flow link and whom the Member would like to build and maintain professional business relationships via Flowla.
Flow: A platform provided by the Company for Members to; (i) upload and present their documents in supported file formats, (ii) embed links, (iii) demonstrate their informative videos, pitch decks, and other contents (via Third-Party Services such as Loom, YouTube, Google etc.), (iv) schedule meetings (via Calendly etc.) and other features may be added time to time.
Force Majeure Event: Floods, earthquakes, or other comparable elements of nature or acts of God, wars, civil disorders, or revolutions in any country affecting the operations of the Company, or any other event beyond the reasonable control of the non-performing party including without limitation failures of the internet or any public telecommunication network, denial of service attacks, viruses, or other malicious software attacks, governmental restrictions, given that the default or delay could not have been avoided or prevented
Intellectual Property Rights: All registered or unregistered, registerable, or un-registrable intellectual property rights in whole or in part, anywhere in the world, and including without limitation copyrights, trade secrets, know-how, business and trade names, trademarks, trade dress, designs, service marks, and patents and other original creations.
Member: Any natural person who accesses and uses the Website and opens an account in their name or on behalf of the legal entity which is affiliated with and/or owned by them.
Services: The following services provided by Company to Users through the Website pursuant to these Terms: (i) Providing Members with an Account Dashboard that allows them to track the interest of the community (prospects, investors, business partners etc.) regarding the Member’s documents, manage account details and receive document-level analytics with applicable insights. (ii) Providing Members with notifications regarding the views of their Flows. (iii) Enabling Members to keep in communication with Contacts for the purposes of, including not limited to, the selling of a product, fundraising, receiving investment, etc. (iv) Providing Members to receive feedback from the Contacts about their Flowla experience. (v) Enabling Contacts to view Member’s documents to obtain information about Member’s business, build professional business relationship with the Member and remain in communication with the Member.
User(s)/You: Any natural or legal person who is either a Visitor, Contact or a Member who uses the Services offered on the Website.
Visitor: Any natural person who accesses and/or uses our Website.
Confidential Information: Means any information or data disclosed by either party that is marked or otherwise designated as confidential or proprietary or that should otherwise be reasonably understood to be confidential considering the nature of the information and the circumstances surrounding disclosure, including all Order Forms, Customer Data, and all non-public business, technology, product, roadmap, financial, pricing, and marketing information. Notwithstanding the foregoing, Confidential Information will not include any information which: (a) is or becomes generally available to the public without breach of any obligation owed to the disclosing party; (b) was properly known to receiving party, without restriction, prior to disclosure by the disclosing party; (c) was properly disclosed to receiving party, without restriction, by another person with the legal authority to do so; or (d) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information.
5. Coverage and Usage of the Website
The Website, and therefore these Terms, apply to purchasing and registering for a Flowla account, creating and sharing Flows, communicating with the Company and the Users, and navigating the Website and its content.
Each person using the Website and Services may have different rights and obligations as part of their use of the Website and Services. Therefore, for purposes of these Terms, each person who accesses the Website and uses the Services is considered a “User”. “You” may refer to the Visitor, Contact or Member, whichever is appropriate to be referred to the relevant clause.
5.1. Registering for an Account
Account Dashboard
By signing up for an account, Members will be able to (i) create Flows by uploading videos, images, spreadsheets, and pitch decks, links manually or via third-party services when applicable and embed active documents like forms, surveys, and documents to be signed (ii) monitor the views, total and average time spent, bounce rates in all sections of the relevant Flow (iii)schedule follow up meetings. Members can create a Flow from a blank page or use the templates of Flowla or a template of another Member.
In order to signup for an account, you will be requested to provide your email address and a password (collectively, the “Registration Information”). Members of the same organization may also sign into the Website through an invite code. Following the registration stage, you will be required to verify your email address.
The Company may, from time to time, modify or add new items to the Registration Information required to create an account (whilst updating the Privacy Policy accordingly)or change the content in Flowla social media platforms, and you agree to promptly complete any such additional or modified information fields when and as requested by the Company.
Access and Share of the Flow
The Member can share the Flow via e-mail or by copying the link of the Flow on the Account Dashboard.It is at the Member’s discretion to set the Flow password-protected from the share settings. You acknowledge that the information you shared with the Contact can be reshared by the Contact and, the Company cannot and will not be held responsible for any loss or harm caused by your share of your information through Flow.
Account Responsibilities
You agree to create only 1 (one) unique account and be the sole authorized User of your account, keep your account accurate, complete, and with up-to-date information. Your failure to keep your account data accurate, complete, and up to date may lead to your inability to access and your use of the Services or the Website or your account’s termination by us. Therefore, you must either make necessary changes to the account through your Account Dashboard or inform us immediately of any changes to your information by emailing us.
If you provide any information that is untrue or inaccurate, not current, or incomplete, or if the Company suspects that your information is untrue or inaccurate, not current, or incomplete, the Company may, in its sole discretion, suspend or terminate your account and refuse your current or future access to any Service.
By registering for an account and becoming a Member of the Website, you agree to be liable for all activities that take place under your account and agree to always keep the safety and privacy of the login credentials. If you become conscious of or reasonably suspect any violation of safety, including without limitation any loss, theft, or unlawful disclosure or use of your account, you must promptly notify us. If we suspect that there is likely to be a breach of security or misuse of the Website or Services, or violation of any obligation under these Terms, we may suspend or terminate your account and your use of the Website and Services. Such termination or suspension may be immediate and without notice. In such event, all information held in your account and Account Dashboard will be deleted without notice, and you accept full responsibility, and you hereby release and hold harmless Company from any and all liability in this regard.
If you are signing up on behalf of any other person, then you represent and warrant that you have the right, authority, and capacity to enter these Terms on behalf of the person that you represent.
You also agree to ensure that you log out from your account at the end of each session. You should be cautious when accessing your account from a public or shared computer so that others are not able to view or record your email, password, or other personal information. We have the right to disable any password, or other identifiers, whether chosen by you or provided by us, at any time, including if, in our opinion, you have violated any provision of these Terms.
The Company cannot and will not be held responsible for any loss or harm caused by your inability to maintain the safety of your account. Thus, the Company is not responsible for any loss or damage as a result of someone else using your account, the Registration Information, with or without your knowledge.
IF YOU VIOLATE ANY PROVISION OF THESE TERMS, YOU HEREBY ACKNOWLEDGE AND ACCEPT THAT THE COMPANY MAY TERMINATE OR SUSPEND YOUR ACCOUNT AT ITS SOLE DISCRETION. IN SUCH CASE, YOU HEREBY DISCLAIM AND HOLD THE COMPANY HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY RESULTING FROM SUCH TERMINATION OR SUSPENSION AND ACCEPT NOT TO HOLD THE COMPANY RESPONSIBLE FOR ANY CLAIMS FOR COMPENSATION, DAMAGE, OR REIMBURSEMENT IN THIS REGARD.
The Website also provides certain Services to you without acceptance/registration, and such provision of Services does not absolve you of this contractual relationship.
5.2. Using the Website and Services without an Account
Contacts are not required to sign up for an account in order to benefit from the Website and the Services. Also, Contacts can anonymously comment on the relevant Flow. The comments on the Flow are open to any Users who have access to the relevant Flow. Contacts acknowledge that their anonymous use of the Website can be trackable, and their identity and data can be matched when they optionally share their personal information through Flowla. It is at the Contact’s discretion to share their personal information on Flowla.
Visitors can leave their personal messages by contacting us via e-mail or the Website.
Members are provided with a variety of areas or features offered in Flow to view, upload, submit, post, display, distribute, or share content on the Flow with Users. (Any message, document, or other content of the Visitor, Contact, and Member will collectively be referred to as the “User Content”)
Contacts can view Flow that shared with themselves, reshare Flow with another person, leave a comment on Flow, download User Content and, communicate with a Member without signing up for an account.
Users are and shall remain, solely responsible for the User Content that they upload, submit, post, transmit and share by means of any and for the consequences of submitting or posting the User Content.
You acknowledge and agree that submissions made to interactive areas may be publicly available to all other Users, or in certain cases, specific other Users, and that you may be publicly identified when communicating or providing feedbacks in Flow, and the Company will not be responsible for the action of any Users with respect to any information or materials posted in Flow. Users that access, use and/or comment on the Flow must not misrepresent their identity or their affiliation with any person or entity. Any User Content will be considered non-confidential and non-proprietary. You must not post any User Content on or through the Website or transmit to us any User Content that you consider to be confidential or proprietary.
Users shall not post, upload or transmit any content that (i) is false, misleading or deceptive; (ii) is defamatory, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm to any person or group; (iv) involves violence or acts that threaten or encourage any person to engage in such violence or acts; (v) encourage illegal and/or harmful activities and materials that are prohibited by the laws of United Kingdom or the laws of the country in which you reside.
You hereby acknowledge and agree that the Company does not actively monitor or police the User Content (and has no obligation to do so) and you hereby disclaim and hold the Company harmless from and against any and all liability resulting from your interaction with, or conduct towards, any other User or User Content. YOU SHALL BE SOLELY RESPONSIBLE FOR ANY VIOLATIONS OF ANY LAWS AND FOR ANY INFRINGEMENTS OF THIRD-PARTY RIGHTS CAUSED BY YOUR USE OF THE SERVICES. YOU BEAR THE SOLE BURDEN OF PROVING THAT USER CONTENT, INFORMATION OR OTHER MATERIALS DO NOT VIOLATE ANY LAWS OR THIRD-PARTY RIGHTS.
Users acknowledge and accept that the Company is entitled to remove, delete, block or rectify such User Content at its own discretion and to, without prior notice, deny the uploading User access to the Website; (i) if any complaint based on such content is received; (ii) if a notice of infringement of intellectual property rights is received; (iii) upon order of a public authority; or (iv) where the Company is made aware that the User Content, while being accessible via the Website, may represent a risk for Users, third parties and/or the availability of the Service. The removal, deletion, blocking or rectification of User Content shall not entitle Users that have provided such content or that are liable for it, to any claims for compensation, damages, or reimbursement. Users agree to hold the Company harmless from and against any claim asserted and/or damage suffered due to User Content they provided to or provided through the Website.
Notwithstanding the foregoing, the Company reserves the right to determine, at its sole discretion, what constitutes harassment or mischief, and where that has occurred, and may, also at its sole discretion, delete the relevant User Content, partially or completely deny, suspend, or terminate access to the Website to any infringing party.
You hereby grant the Company, its directors, partners, sublicensees, successors, and assigns (collectively, the “Flowla Parties”) a perpetual, irrevocable, non-exclusive, sublicensable, assignable, royalty-free right to use, license, reproduce, modify, adapt, publish, translate, transmit, edit, reformat, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform, display and otherwise use any User Content (in whole or in part and with or without the use of your name) worldwide and/or to incorporate the User Content in other works in any form, media, or technology now known or later developed, for the full term of any copyrights, trademarks and other intellectual and proprietary rights (collectively, the “Rights”) that may exist in such User Content.
You hereby represent and warrant that you own all rights, title, and interest in and to User Content or are otherwise authorized to grant the rights provided to the Flowla Parties under this section. You also warrant that, to the extent you are not the exclusive holder of all rights in a User Content, any third-party holder of any Rights, including moral rights in such User Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You further acknowledge that we and our successors and assigns shall been titled to unrestricted use of the User Content for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the User Content. You also permit any User to access, display, view, store and reproduce any User Content that you have made available in any Flow for personal use. Subject to the foregoing, the owner of a User Content placed on the Services retains any and all Rights that may exist in such User Content. Except as provided in our Privacy Policy, none of the User Content shall be subject to any obligation of confidence on our part, and you agree to waive, and hereby waive, any claims arising from or relating to the exercise by the Flowla Parties of the rights granted under this section. You will not be compensated for any exercise of the license granted under this section.
We are not responsible for maintaining a copy of any material we remove from our Services, and we are not liable for any loss you incur in the event that User Content you post or transmit to our Services is removed.
THE COMPANY DISCLAIMS ANY PERCEIVED, IMPLIED OR ACTUAL DUTY TO MONITOR THE USER CONTENT, AND SPECIFICALLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR INFORMATION PROVIDED HEREIN. UNDER NO CIRCUMSTANCES WILL WE BE LIABLE IN ANY WAY FOR ANY USER CONTENT (OTHER THAN FOR CONTENT DEVELOPED BY US), INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY USER CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY USER CONTENT POSTED, EMAILED OR OTHERWISE TRANSMITTED TO OR THROUGH THE SERVICES.
YOU AGREE AND UNDERSTAND THAT YOU MAY BE HELD LEGALLY RESPONSIBLE FOR DAMAGES SUFFERED BY OTHER USERS OR THIRD PARTIES AS THE RESULT OF YOUR REMARKS, INFORMATION, FEEDBACK OR OTHER CONTENT POSTED OR MADE AVAILABLE ON THE WEBSITE THAT IS DEEMED DEFAMATORY OR OTHERWISE LEGALLY ACTIONABLE. UNDER THE COMMUNICATIONS ACT OF 2003, THE COMPANY IS NOT LEGALLY RESPONSIBLE, NOR CAN IT BE HELD LIABLE FOR DAMAGES OF ANY KIND, ARISING OUT OF OR IN CONNECTION TO ANY DEFAMATORY OR OTHERWISE LEGALLY ACTIONABLE REMARKS, INFORMATION, FEEDBACK OR OTHER USER CONTENT POSTED OR MADE AVAILABLE ON THE SERVICES.
6. Fees and Payment Terms
Flowla charges fees for access of the Member for certain parts of the Website. The information about the fees, duration, renewal, and conditions applicable to the purchase of the Subscription Packages may be provided by Flowla staff upon request or located in the dedicated sections of the Website.
After sign-up, Members are able to participate in our subscription fee-based membership, which gives complete access to all Services that Flowla provides for the Members. This paid membership can be purchased for different and variable periods of time.
Flowla reserves the right to change the fees, payment methods, duration of Services and any other details regarding fees and payment terms at any time.
If you wish to purchase any Subscription Package made available through the Website, you may be asked to supply certain information relevant to your transaction including, without limitation, information about your method of payment and your billing address. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT CARDS OR OTHER PAYMENT METHODS UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant to us the right to provide such information to third parties for purposes of facilitating the transactions initiated by you or on your behalf.
All payments are independently processed through a global third-party service provider. Therefore, the Company does not collect any payment information – such as credit card details – but only receives a notification once the payment has been successfully completed. If payment through the available methods fail or is refused by the payment service provider, the Company shall be under no obligation to fulfill the purchase order. Any possible costs or fees resulting from the failed or refused payment shall be borne by the Member.
The Member agrees to pay all charges that may be incurred by the Member or on Member's behalf through the Website, at the prices in effect when such charges are incurred, and the Member authorizes us to charge all sums for the orders that Member makes to the payment method specified at the time. In addition, the Member remains responsible for any taxes that may be applicable to the Member’s transactions. The Member authorizes us to charge all applicable amounts for the orders that the Member makes to the payment method specified at the time of purchase.
Purchasing Subscription Package
Any steps taken from choosing a subscription package (“Subscription Package”) to order submission form part of the purchasing process. The purchasing, thus subscription process includes the order submission, and payment transaction.
Subscription Fee
Member shall pay the fees specified on the Website for monthly and yearly subscriptions in accordance with the payment terms set forth on the Website and in these Terms. The fees specified on the Website shall be considered a binding offer and ready for the Member’s acceptance.
By accepting these Terms, Members accept in advance that if they approve the order of the Subscription Package subject to these Terms, they will be under the obligation to pay the applicable subscription fee and, if applicable, the specified additional fees such as expenses and taxes, and has been notified thereof. If the Subscription Fee cannot be withdrawn from the credit card due to issues arising from the Member such as insufficient balance, unregistered use, and all kinds of technical problems, the sale of the Subscription Package will be invalid, and the performance of the paid-for Services will not start.
Changes to Fees
The Company may change the selling price of Subscription Packages at any time, provided that it will be effective in the next renewal period. The Member will be notified of the changes in the fees by email or Website prior to the renewal date of the Subscription Package. The Company reserves the right to terminate the Subscription Package and (if any)delete the Member’s account at any time under the conditions set forth in these Terms.
Please note that Subscription Packages linked to Services must be purchased by you. Flowla does not assume any liability for inaccuracies or misstatements about Subscription Packages, whether based on third-party information.
7. Consent to Receive Electronic Communication from the Company
Legal Communications and ServiceAnnouncements
By providing the Company with your email address, you affirmatively consent to the use of your email address for notifications from the Company regarding important service announcements and other legal and administrative communications related to your use of the Website. We may send the following to you by email or posting them on the Website; these Terms, including legal disclosures; future changes to these Terms, Privacy Policy, and other notices, legal communications or disclosures and information related to the Services. Such communications are part of the Services that you cannot opt-out of receiving. However, if you do not wish to receive certain services and other administrative and legal notifications, your only way to opt-out of such messages is to stop using the website and (if any) delete your account.
PromotionalCommunications
We will perform certain marketing and other advertising activities (i.e. informing you about new features on the Website, letting you know of subscription plans, or presenting you with the opportunity to buy a selected Subscription Package) of the Company and third-party advertising partners, as more fully set forth inour Privacy Policy pursuant to your prior explicit consent. Therefore, if you prefer to opt-in to Promotional Communications, you may receive periodic promotions and other offers or materials the Company believes might be of interest to you.
Withdrawing Your Consent
If you later decide that you do not want to receive future Promotional Communications electronically, you may withdraw your consent. You can opt-out Promotional Communications at any time (i) by following the instructions described in our Privacy Policy; (ii) following the unsubscribe instructions contained in each message; or (iii) (if applicable) by changing the communication preferences in your account through your Account Dashboard. Your withdrawal of consent shall be effective within a reasonable time after we receive your withdrawal notice described above. Your withdrawal of consent will not affect the legal validity or enforceability of these Terms provided to, and electronically signed by, you prior to the effective date of your withdrawal.
8. Website Content
The visual interfaces, graphics, design, photographs, videos, audio, information, data, computer code, materials, and content of the Website, the Website as a whole, and all other elements of the Website (collectively, the "Website Content") are protected by copyright, trademark, trade dress, patent, or other intellectual property rights. Any use of the Website Content without Flowla’s express written consent is strictly prohibited. Flowla reserves all rights to the Website Content not granted expressly in these Terms. Any material downloaded or otherwise obtained through the use of the Website is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.
License to Website Content
We grant you a limited, revocable, non-exclusive, non-transferable, non-assignable and non-sublicensable license to access and use the Website, the Services, and contents therein solely as provided under these Terms, and not for redistribution of any kind (the “License”). This License does not include any resale of (i) the Website, Service, or contents thereof, (ii)any Registration Information, (iii) any other content, material, information, text, data, copyright, trademark, logo, design, insignia, image, photo, music, screenshot, video, chat, post, identifying mark, page, software, and other original works of authorship, and/or intellectual property uploaded to, or incorporated into, the Website and the Services which are and will remain the sole and exclusive property of the Company.
The Company may revoke the License at any time for any reason or no reason and shall not be liable to any User for any purported interference with business or contractual relations, in tort or otherwise.
Violation of the License hereunder or this provision may result in infringement of Intellectual Property Rights and contractual rights of the Company, Users, or other third parties, which is prohibited by law and could result in substantial civil and criminal penalties.
Our commercial partners, suppliers, advertisers, sponsors, licensors, contractors and other third parties may also have additional proprietary rights in the Website Content that they make available on our Website and Services. You may not modify, publish, transmit, distribute, perform, participate in the transfer or sale, create derivative works of, or in any way exploit, any of the Website Content, in whole or in part. When Website Content is downloaded to your computer, phone, tablet or any other mobile device, you do not obtain any ownership interest in such Website Content. Modification of the Website Content or use of the Website Content for any other purpose, including, but not limited to, use of any Website Content in printed form or on any other applications or networked computer environment is strictly prohibited unless you receive our prior written consent.
All trademarks and service marks, whether registered or unregistered, as well as product names and company names or logos, displayed or mentioned on the Website are the property of their respective owners. Reference to any product, service, process, or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by the Company.
Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to Intellectual Property Rights, whether by estoppel, implication, or otherwise. You represent and warrant that your use of the Website, Services and the Website Contents will remain consistent with these Terms and will not infringe or violate the rights of any other party or breach any contract or legal duty against any other party or violate any applicable law. In order to request permission for using the Website Contents, you may contact the Company through the channels dedicated for such use.
9. Limitations on Use of the Website
You are solely responsible for your all interactions with the Company or the Website on or through the Website. Our goal is to create a positive, useful, and safe User experience. To promote this goal, we prohibit certain kinds of conduct that may be harmful to other Users or to us.
While using the Website or the Services, you may not:
- defame, abuse, harass, stalk, threaten, or otherwise violate legal rights (e.g., rights of privacy and publicity) of the Company, or use information learned from the Website or Website Content to defame, abuse, harass, stalk, threaten, intimidate, or mislead, or otherwise violate legal rights of the Company or any other person;
- breach any international, federal, or local legislation, regulation, rule, or ordinance;
- contact the Company to share information that is defamatory, profane, infringing, obscene, unlawful, offensive, and/or harmful, or that advocates, endorses, condones, or promotes racism, bigotry, hatred, or physical harm of any kind against any individual or group of individuals;
- use the Website, Public Forum or any Services other than for their intended purpose and/or for any purpose in violation of applicable local, state, federal, or international law;
- advertise to, or solicit, any user to buy or sell any products or services, or use any information obtained from the Website to contact, advertise to, solicit, or sell to any user without their prior explicit consent;
- submit any content linking to multilevel marketing schemes, pyramid schemes, or off-topic content;
- post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or any other personally identifiable or private information from any User;
- spam, phish, pharm, pretext, bot, crawl, or scrape the Website for any scandalous, obscene or immoral purpose;
- interfere with or circumvent the safety measures of the Website or Services;
- attempt to reverse engineer, de-compile, hack, disable, interfere with, disassemble, copy, or disrupt the integrity or the performance of the Website or the Services;
- restrict or inhibit any other User from accessing and using the Website and/or any Services;
- use a robot, spider, manual, and/or automatic process, or device to data-mine, data-crawl, scrape, or index the Website in any manner;
- hack or interfere with the Website, its servers, or any connected networks;
- adapt, alter, license, sublicense, or translate the Website or the Website Content for your own personal or commercial use;
- modify or otherwise make derivative works of the Website Content, or reproduce, distribute, or display the Website Content except as expressly permitted under these Terms;
- use the Website, Public Forum or the Services to collect RegistrationInformation of other Users by electronic or other manipulative means as well as use the Website to harvest, collect, scrape, gather, or assemble information or data regarding other Users, including email addresses, without their consent;
- remove or modify, visually or otherwise, any copyright, trademarks, or other proprietary marks and rights owned by the Company;
- use the Website in a manner which is false or misleading (directly or by omission or failure to update information) or for the purpose of accessing or otherwise obtaining the Company’s trade secrets for public disclosure or other purposes;
- use, transfer, distribute, or dispose of the Website or the Website Content in any manner that could compete with the business of the Company; or
- advocate, encourage, or assist any third party to engage in the foregoing restricted activities.
Any use of the Website or the Website Content by violating the principles listed above without the prior written permission of the Company is strictly prohibited and will terminate these Terms, the License to Website Content and your access to the Website automatically. Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and the Company will take appropriate investigative and legal action for such illegal or unauthorized use.
You are required to inform the Company immediately in case anyone makes or threatens to make a legal claim against you relating to your use of the Services and/or the Website. If we request, you shall confirm such claim in writing and cease to access or use the Website. In such case, we reserve the right to forward details to the appropriate regulatory authorities, as well as the courts if we are asked to do so.
10. Third-Party Services
The Website includes embedded third-party content or links (such as hyperlinks) to third-party sites, apps, resources, contents, or functions that are not owned or controlled by the Company (collectively, “Third-Party Services”). These Third-Party Services are located and provided in each Flow for you to use and benefit Flows efficiently.
When you access Third-Party Services, you do so at your own risk. Third-Party Services are not under our control, and you acknowledge that the Company is not responsible or liable for the content, function, accuracy, legality, appropriateness, or any other aspect of Third-Party Services. If you believe any Third-Party Services violate applicable law or may be inappropriate, please notify the Company. The inclusion of any Third-Party Services does not imply any association between the Company and their operators.
By using the Website and Services thereof, you expressly relieve and hold the Company harmless from any and all liability arising from your use of any Third-Party Services, including any loss or damage incurred as a result of any dealing between you and any third parties, or as a result of the presence of such Third-Party Services on the Website or failure of such Third-Party Services to function as intended. It is your responsibility to evaluate content and usefulness of the information obtained from third parties.
When you are connected to or otherwise accessing a Third-Party Service, you agree that you are responsible for the following: (i) taking necessary measures to protect you and your computer systems from viruses, worms, trojans, malicious code, and other harmful effects; (ii) downloading, using or purchasing any material that is sexually explicit, immoral, offensive or otherwise objectionable or unlawful, or that contains technical inaccuracies, typographical errors, or other errors; (iii) downloading, using or purchasing any material that violates confidentiality or proprietary rights of third parties and other proprietary rights, or that is subject to additional terms and conditions specified or unspecified; (iv) any financial costs or other liabilities against third parties arising from your actions or other activities; (v) reading and understanding terms of use and privacy policies applicable to Third-Party Services.
11. Access to the Website and Availability of the Services
Saving the exceptions herein, the Member shall have unlimited access to the Website and the Services subject to the fulfillment of the Member’s obligations under these Terms. We reserve the right to withdraw, amend or otherwise alter the functions of the Website, and any Service, material or content we provide through the Website, at our sole discretion and without any notice.
The Company shall make commercially acceptable attempts to guarantee the accessibility of the Website and the Services during maintenance of or introduction of new services to the Website, except that the Company shall not be liable for, (i) planned downtime, or (ii) any unavailability precipitated directly or indirectly by conditions beyond the Company’s realistic control including a Force Majeure Event or any violation of these Terms by any User.
We may at any time suspend your use of the Services and/or remove or disable any Website Content as to which we reasonably and in good faith believe is in violation of any of these Terms. We will provide you with notice of any such suspension or disablement before its implementation unless such suspension or disablement is necessary to comply with legal process, regulation, order or prevent imminent harm to the Services or any third party, in which case we will notify you to the extent allowed by applicable law of such suspension or disablement as soon as reasonably practicable thereafter.
12. Data Protection and Privacy
The Company hereby represents and warrants compliance with relevant and applicable legislations, rules, regulations, directives, and guidelines on the compilation, use, and disclosure of information and data gathered from or about Users relevant to access or use of the Website or the Services (jointly, the “Rules”).
The Rules include without limitation (i) United Kingdom General Data Protection Regulation (“UK GDPR”) and the Data Protection Act, 2018 (“DPA”)(ii) Data Protection Directive and the General Data Protection Regulation (“GDPR”), and (iii) if applicable, United States federal and relevant state laws with regards to data collection and data privacy including California Customer Privacy Act (“CCPA”); or any other Rules of another jurisdiction or rules, laws or any other part of the legislation issued by the relevant data protection authorities, and any amendments and changes thereof or laws as may be repealed or succeeded.
Any personal information that you provide to us is subject to our Privacy Policy. Please review the Privacy Policy for more information about how we collect and use personal information.
13. Representations and Warranties
Each party hereby represents and warrants to the other party that, (i) such party has the necessary power and authority to be bound by these Terms; (ii) compliance with these Terms and fulfillment of the obligations hereunder do not and will not, to the best of each party’s knowledge, violate any other agreement to which it is a party; (iii) no other restriction, limitation or contractual or statutory obligation exists preventing a party from fulfilling its obligations hereunder; and (iv)these Terms constitute a legal, valid and binding obligation when agreed upon by both parties.
The Company hereby represents and warrants to the User that, (i) it will have all necessary rights, licenses, know-how, expertise, and experience needed to operate the Website and provide the Services hereunder; (ii) is the sole proprietor of the Website and the Intellectual Property Rights (to the extent permitted in these Terms) on the Website and has all legal rights, licenses, and authority to provide the User with the Website or the Services as stipulated herein; (iii) the Website and the Services shall also comply with all relevant legislation and regulations when used by the User in accordance with these Terms.
The User represents and warrants that (i) all Registration Information and any other information User submits to the Website or shares with Company (if any) is true, accurate, current, and complete, (ii)User is the sole owner of all rights, titles, and interests in, or have obtained all necessary rights and licenses from the applicable owner of, any information User submits to the Website or shares with Company (if any), and (iii) such information, when used for the purposes in which it is submitted onto Company, does not infringe the rights of any third party, including without limitation, Intellectual Property Rights, proprietary rights and rights of publicity/privacy. The User also acknowledges and agrees that s/he will be solely responsible for all Registration Information and other information that User submits on or through the Website and the Company or shares with the Company (if any) and will use the Website solely for the permitted purposes as defined by these Terms and shall not interfere with the integrity or performance of the Website or the Services as articulated by the section of Limitations on Use of the Website.
14. Disclaimer and Warranties
The Website and Services (and any part thereof), including without limitation any content, data, and any information related thereto, are provided strictly on an “as is” and “as available” basis, without any warranties or conditions of any kind, either express, implied, or statutory. The Company makes no representation concerning the benefits or outcomes obtained from the Website and/or the Services by the User or any third party. FLOWLA DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
The Website or the Services may become inaccessible, or it may not function properly with the User's web browser, mobile device, and/or operating system. The Company cannot be held liable for any perceived or actual damages arising from content, operation, use of or inability to use the Website or the Services. ALTHOUGH FLOWLA ENDEAVORS TO PROVIDE ACCURATE INFORMATION, IT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE ACCURACY OR RELIABILITY OF INFORMATION ON THIS WEBSITE.
The laws of the United Kingdom and other jurisdictions may not allow exclusion and limitation of certain implied warranties. The above exclusions may not apply to Users, falling within the scope of such jurisdiction’s competence. These Terms giveUser specific legal rights, and the User may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers and exclusions under these Terms shall not apply to the extent prohibited by applicable laws.
15. Limitation of Liability
If the Company’s performance of its obligations under these Terms is prevented or delayed by any act or omission of User or any third party, the Company shall not be deemed in breach of its obligations under these Terms.
In no event will the Company, its developers, affiliates or their licensors, service providers, employees, agents, officers, or directors be liable for defects or damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use the Website, any Service or any other websites linked to it and any content on the Website (including the Website Content) or such other websites including any direct, indirect, special, incidental, consequential or punitive damages, and also including but not limited to, personal injury, pain and suffering, emotional distress, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
FLOWLA IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE WEBSITE OR ANY MATERIALS ON THE WEBSITE, OR WITH ANY OF TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE.
This Limitation of Liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liability, or whatsoever, even if the Company has been advised of the possibility of such damage.
Some jurisdictions do not allow exclusion or limitation of incidental or consequential damages; therefore, the above limitations or exclusions may not apply to User falling within the scope of such jurisdictions’ competence. These Terms give User specific legal rights, and User may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the Terms shall not apply to the extent prohibited by applicable law.
16. Indemnification
The User shall defend, indemnify, and hold harmless the Company and its affiliates, co-branders, partners, shareholders, employees, agents, representatives, and/or independent contractors from and against all costs, damages, and losses,including legal expenses resulting from any claim by third parties that (i) User’s use of the Website, the Website Content or other material infringement of any rights of the third parties, including without limitation, breach or violation of the Intellectual Property Rights or privacy rights of such third parties; (ii) the information shared with the Company or submitted via the Website by User through the Website or via other the channels dedicated for such use is obscene, defamatory, illegal, unethical, or promotes illegal conduct; (iii) the User has not obtained and/or failed to obtain any necessary permit, license or consent in accordance with these Terms; and (iv) the User breaches (de facto or presumably) any of its representations, warranties, and/or responsibilities under these Terms.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for damages. Accordingly, some of the above indemnities, limitations and disclaimers may not apply to you. To the extent we may not, as a matter of applicable law, disclaim any warranty or limit our liability, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such law.
17. Unlawful Activity and Termination of Access to the Website
The Company reserves the right to investigate complaints or reported violations of these Terms and to take any action it deems appropriate, including without limitation, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to Users’ e-mail addresses-if applicable-, usage history-if applicable-, IP addresses, and traffic information.
The Company may terminate these Terms immediately in its sole discretion and without any prior notice or liability against you, or suspend or terminate your use of, or access to the Website, or delete your account on the Website, at any time for any reason and under any conditions, including without limitation, if it is reasonably believed in good faith that you have violated or acted inconsistently with these Terms or any applicable law or that you have engaged in conduct that we determine to be inappropriate or unacceptable.
The Company may terminate your account (or any part thereof), your password, or use of theWebsite, or remove and discard any information stored, sent, or received via the Website without prior notice and for any reason, including but not limited to; (i) concurrent access to the Website with identical login credentials, (ii) permitting another person or entity to use your login credentials to access the Website or the Services, (iii) any other access or use of the Website or Services except as expressly provided in these Terms, (iv) any violation of the terms and conditions of these Terms or the rules and regulations relating to the use of, software and/or data files contained in, or accessed through, the Website, (v) tampering with or alteration of any of the software and/or data files contained in, or accessed through, the Website or the Services.
In case you violate any provision of these Terms, you accept, declare, and undertake that the Company may terminate or suspend your account and/or access to the Website at its sole discretion. In such case, you hereby disclaim and hold the Company harmless from and against any and all liability resulting from such termination or suspension and accept not to hold the Company responsible for any claims for compensation, damage, or reimbursement in this regard.
You may terminate these Terms at any time by ceasing to access or use the Website and/or -if applicable- deleting your account. However, sections of these Terms which by their nature should survive the expiration or termination will remain in full force and effect subsequent to and notwithstanding the expiration or termination of these Terms, as stipulated in the section of Following Termination.
18. Following Termination
Upon expiry or termination of these Terms for any reason, all rights of the User and any Services shall be terminated instantly.
The following clauses shall survive expiry or termination of these Terms “Definitions”, “Disclaimer and Warranties”, “Limitation of Liability”, “Indemnification”, “Unlawful Activity and Termination of Access to the Website”, “FollowingTermination”, “Governing Law”, “Severability” and “Miscellaneous Provisions”, and all commitments of both parties under these Terms shall cease to be fulfilled.
19. Governing Law
The validity, interpretation, and performance of this Agreement shall be governed in all respects by the laws of the United Kingdom without giving effect to conflicts of law principles that would result in the application of the substantive laws of another jurisdiction.
You agree that resolution of any dispute or claim arising out of or related to these Terms shall be subject to the exclusive jurisdiction and venue in the courts in United Kingdom, UK.
20. Severability
If any part of these Terms is found to be unlawful, void, or otherwise unenforceable, such unlawfulness, invalidity or unenforceability shall extend to such clause only. The unlawfulness, invalidity, or unenforceability of such a clause shall in noway influence or render any other part of these Terms, unlawful, void, or otherwise unenforceable, and generally, shall be reformed, construed, and implemented in such a way that reflects intent of the Parties as conveyed in these Terms with its nearest lawful effect.
In any jurisdiction, the fact that any provision of these Terms is held to be unlawful, void, or otherwise unenforceable, shall have no effect on the legality, validity, or enforceability of such provision in other jurisdictions.
21. Miscellaneous Provisions
Headings
The headings used in these Terms are for reference reasons only and do not influence understanding and interpretation of these Terms.
The Company’s failure to assert any right or provision under these Terms shall not constitute a waiver of any such or other right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.
Service Interruption
In order to ensure the utmost possible service level, the Company reserves the right to interrupt the Website for maintenance, system update or any other change, by informing the Users appropriately.
We will not be liable for any reason if all or any part of the Website and/or the Services is unavailable at any time or for any period. From time to time, we may restrict or suspend access to some or all parts of the Website and/or the Services to the Users.
Within the limits of relevant legislation, the Company may also decide to suspend or terminate the Services altogether. If the Services are terminated, the Company will cooperate with Users to enable them to withdraw personal information in accordance with applicable law.
Additionally, the Website or any Service might not be available due to reasons outside the Company’s reasonable control, such as “Force Majeure”.
Remedies Not Exclusive
Except as expressly stated herein, no remedy is designed to be excluded from any other remedy that is not available under these Terms or in law or in equity.
Non-Exclusivity
These Terms are not exclusive.
No Strict Construction
Where an ambiguity or issue occurs with regards to any clause of these Terms, the Terms shall be construed as if collectively approved by the Parties and no presumption or burden of proof shall occur to favor or disadvantage of either Party by virtue of the authorship on these Terms.
Assignment
Without prior written approval of the Company, these Terms or any rights or obligations conferred thereunder may not be transferred and delegated by the Users. Any attempt to grant, without such approval, any rights or responsibilities arising from these Terms shall be null and void ab initio.
The Company reserves the right to transfer, assign, dispose of by novation, or subcontract any or all rights or obligations under these Terms, by taking the Users’ legitimate interests into account. Provisions regarding change of these Terms shall apply accordingly.
Entire Agreement
These Terms constitute the entire agreement between the parties (excluding Distribution Agreement) on the subject matter of the Terms and supersede any and all prior written or oral agreements and/or communications relating to the subject matter thereunder.
Force Majeure
None of the parties shall be responsible for any error or delay in fulfilling any of their corresponding obligations arising from these Terms, if a Force Majeure Event prevents them from doing so.
Interpretation
Unless the context requires otherwise, (i) the singular includes the plural and vice versa; (ii) if any act which shall be performed in accordance with these Terms is to be done on a day that is not a business day then the act must be performed on or before the next business day; (iii) a reference to any legislation or law includes all amendments, consolidations or other provisions thereof, (iv) a reference to a natural person shall mean including without limitation a partnership, joint venture, association, government or legal body or legal entity and vice versa shall be interpreted herein.
Independent Legal Advice
User recognizes and accepts that it has had the chance to read these Terms, agrees with its provisions, and has been given a chance to seek independent legal advice on the Terms’ provisions before acknowledging them.
22. Confidential Information
Each party agrees that it will use the Confidential Information of the other party solely in accordance with the provisions of this Agreement and it will not disclose, or permit to be disclosed, the same directly or indirectly, to any third party without the other party’s prior written consent, except as otherwise permitted hereunder. Notwithstanding the foregoing, either party may disclose Confidential Information: (a) to its employees, officers, directors, attorneys, auditors, financial advisors, contractors, and other representatives who have a need to know and are legally bound to keep such information confidential by confidentiality obligations consistent with those of this Agreement (and for whom each party is responsible for any breach of this Agreement); and (b) as required by law (in which case, to the extent legally permitted, the receiving party will limit the disclosure to that required by law and provide the disclosing party with prior written notification thereof in order to allow disclosing party the opportunity to contest such disclosure). Neither party will disclose the terms of this Agreement to any third party, except that Flowla may confidentially disclose such terms to actual or potential lenders, investors or acquirers. Receiving party agrees to use the same degree of care that it uses to protect its own confidential and proprietary information to prevent the unauthorized use or disclosure of disclosing party’s Confidential Information, but in no event less than a reasonable degree of care. Promptly after disclosing party’s request, receiving party agrees to return or destroy disclosing party’s Confidential Information; provided, however, that receiving party shall be entitled to retain copies of Confidential Information solely to the extent necessary for purposes of such party’s ordinary course records retention and backup policies and procedures, or to comply with Applicable Law, provided that such Confidential Information is treated as such for so long as it is retained. Each party acknowledges the irreparable harm that improper disclosure of Confidential Information may cause; therefore, the injured party will be entitled to seek immediate injunctive and other equitable relief, in addition to all other remedies, for any violation or threatened violation of this Section.
23. Contact Information
You may contact us and share your questions, complaints and/or concerns about the Website or the Services, through privacy@flowla.com or any other channel dedicated for such use.
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