Terms & Conditions

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SERVICES PROVIDED BY FLEXUP DIRECT. PLEASE BE AWARE THAT THERE ARE ARBITRATION AND CLASS ACTION PROVISIONS THAT MAY AFFECT YOUR LEGAL RIGHTS.

BY USING THE SERVICES, YOU AGREE TO BE BOUND BY THIS AGREEMENT, AS AMENDED FROM TIME TO TIME. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS, THEN YOU CANNOT USE THE SERVICES.

This Terms of Service (the "Agreement" or "Terms") constitutes a binding agreement between FLEXUP DIRECT LLC and its affiliates and subsidiaries (collectively, "flexup DIRECT” "Company", "we","us" or "our"), and users ("you" or"your"). The Agreement governs all information, data, graphics, content, software applications, downloadable or otherwise, or other Company services provided on or through its websites, which include but are not limited to www.flexupdirect.com (the "Sites"), and your use of and access to our services offered on the Sites (collectively, the "Services").

1.0 Use of the Service

• Must be 18 years old. You may not access the Services if you are under the age of 18 years. You represent and warrant that you are at least 18 years of age, and, are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Agreement.
• Consent to Electronic Communications. You agree that the Services may include certain communications such as service announcements or administrative messages, and that these communications are considered part of the Service and you will not be able to opt-out of receiving them. You also agree that all agreements, notices, disclosures and other communications that flexup DIRECT provides to you electronically satisfy any legal requirement that such communications be in writing.
• Limitations on Use.

• You agree to use the Services only for lawful purposes and for their intended purposes. You may not impersonate any person or entity or misrepresent your affiliation with a person or entity.
• The content available on the Services is provided solely for your personal use and not for commercial exploitation. You may not decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense or create derivative works from the Services. You may not use any network monitoring or discovery software to determine the Services' architecture, or extract information about usage, individual identities or users. You may not use any robot, spider, other automatic software or device, or manual process to monitor or copy our Services without our prior written permission. You may not copy, modify, reproduce, republish, distribute, display or transmit for commercial, non-profit or public purposes all or any portion of the Services, except to the extent permitted above.
• You may not use or otherwise export or re-export the Services or any portion thereof, or any software available on or through the Services in violation of the export control laws and regulations of the United States of America.
• You may not take any action or upload any content that violates, misappropriates or infringes upon the rights of others in any way, including any patents, copyrights, trademarks, trade secrets, rights of privacy, rights of publicity, or moral rights of any third party.
• You acknowledge that excluding any User Content provided by you (defined in Privacy Policy), all the intellectual property rights, including copyrights, patents, trade marks, and trade secrets, in the Site are owned by flexup DIRECT or its affiliates or partners. Neither these Terms nor your access to the Site transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Terms of Service and Privacy Policy. There are no implied licenses granted under these Terms.
• You may not use the Services to collect any personally identifiable information, including profile names, email addresses or other such information for commercial purposes or for any purpose prohibited by applicable laws or regulations.
• You may not use this Service in any jurisdiction that does not give effect to all provisions of this Agreement.
• You may not use the Services in any manner that could damage, disable, overburden or impair the Services or any server or other hardware associated with theServices; disobey any requirements, procedures, policies, procedures or regulations of networks connected to the Services; interfere with any other party's use and enjoyment of the Services; frame or utilize framing techniques to display content from a source other than the Services; use any Company-owned mark or product name as a meta-tag or other 'hidden text' for search engines in a manner that does not inure to the benefit of Company.

• Impermissible Activity. We reserve the right, in our sole discretion, to investigate complaints, violations of our Terms and any potential violations of applicable law. We may take any action we deem 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 user profiles, email addresses, usage history, posted materials, IP addresses and traffic information. If you encounter any prohibited content, material or other potential violations on the Services, you should immediately report such content or violations to flexup DIRECT.
• Right to Suspend or Terminate Use. We may also suspend and prohibit use of the Services if we believe a user is violating these Terms or otherwise engaging in or attempting to engage in unlawful activities through the Services. We also reserve the right, to temporarily suspend your access to the Services at any time, in our sole discretion, with or without cause, and with or without notice.

2.0 Existence of Contract

• Amendment. We reserve the right to modify or replace these Terms at any time at our sole discretion. If the changes are significant, we will notify you. Any changes will be effective upon posting the revised version of these Terms on the Services (or such later effective date as may be indicated at the top of the revised Terms). Your continued access or use of any portion of the Services constitutes your acceptance of such changes.
• Confidentiality and Privacy Policy. flexup DIRECT takes your privacy seriously. We understand and respect your privacy concerns and have created a Privacy Policy to inform you about the kind of information we may collect and the ways we may use it. We will not disclose your information except as provided in our Privacy Policy, which is hereby incorporated in its entirety as if set forth herein.

3.0 Requirements for use of the Services; Limitations

• Compatibility: Use of the Services may require compatible devices (e.g. personal computer, mobile phone, tablets and other consumer electronic devices), Internet access or Wi-Fi, certain software and wireless plan with necessary wireless data features; may require periodic updates; and may be affected by the performance of these factors. You are responsible for paying all wireless charges and for all equipment and other third party services you use to access our Services.
• Availability of the Services: Company does not guarantee availability of the Services, shall not have any liability to you for any unavailability of the Services, and is under no obligation to provide you with maintenance, technical support or updates for the Services unless provided in conjunction with your plan type. To the extent you choose to access and use the Services, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to, any applicable local laws.
• Services Updates and Modifications: Company reserves the right, in its sole discretion, to make necessary unscheduled deployments of changes, updates or enhancements to the Services at any time. We may add or remove functionalities or features, and we may suspend or stop the Services altogether. We reserve the right to alter, update, or remove our Site or Service or your access from it at any time, or demand that you do so. We may conduct such modifications to our Service for security reasons, intellectual property or other legal reasons, or various other reasons at our discretion, and we are not required to explain such modifications. For example, we may provide updates to fix security flaws, or respond to legal demands. Please note that this is a non-binding illustration of how we might exercise our rights under this section, and nothing in this section obligates us to take measures to update the Service for security, legal or other purposes.
• Registration: Use of the Services may require you to register.
  - If registration is requested, you agree to provide us with accurate, complete registration information. Each registration is for a single user only. It is prohibited for you to permit (a) any other person to use the registered sections under your name, or (b) access through a single name to multiple users on a network.
  - If there are any changes to that information or if you believe there has been unauthorized use of your account, then you shall immediately notify us by emailing flexup DIRECT at info@flexupdirect.com
  - We expressly disclaim any and all liability in connection with the registration, maintenance and security of your registration.
  - You agree to maintain the confidentiality of your password; if you wish to change your password or believe it has been compromised please follow the instructions to recover your password, as provided through the Services, or by emailing flexup DIRECT at info@flexupdirect.com
• Third-Party Access: You may gain access to other websites via links on the Services; however, these Terms do not apply to other websites. Similarly, if you come to the Services via alink from another website, the terms of use of that website do not apply to theServices.
• Relationship: This Agreement and any registration for or use of the Site and Service will not be construed as creating or implying any relationship of agency, franchise, partnership or joint venture between you and flexup DIRECT, except and solely to the extent expressly stated in this Agreement.

4.0 Intellectual Property Rights

• Company Rights: Company shall retain ownership in and to the Services and all copyrights, trademarks, service marks and other intellectual property rights associated therewith. You shall not take any action that is inconsistent with our ownership of the Services. You further acknowledge and agree that nothing in this Agreement and no use of the Services shall cause to vest or be construed to vest in you, any right, title or interest in or to theServices other than the express right to use the Services solely in accordance with the terms and conditions of this Agreement.
• Copyright Takedown Notice: We take copyright and trademark infringement very seriously. If you believe that your copyright or trademark has been infringed via our Site or service, please send us a message which contains:
  - Your name
  - The name of the party whose copyright has been infringed, if different from your name.
  - The name and description of the work that is being infringed.
  - The location on our website of the infringing copy.
  - A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
  - A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use. You must sign this notification electronically and send it to info@flexupdirect.com
• Your Content: Your ability to submit or transmit any information through the Site and Service, including but not limited to text, images, or other information will be referred to as "User Content" throughout this Agreement. All UserContent you submit to the Site or Service will be owned by you. Please be aware that we are not required to host, display, migrate, or distribute any of yourUser Content and we may refuse to accept or transmit any User Content. You agree that you are solely responsible for any User Content submitted and you release us from any liability associated with any User Content submitted. You understand that we cannot guarantee the absolute safety and security of any such User Content. Any User Content found to be in violation of this Agree mentor that we determine to be harmful to the Service may be modified or removed at our discretion. Your User Content will be shared in accordance with our. When you submit any User Content to us, you grant lexupDirect,ts partners, affiliates, representatives and assigns anon-exclusive, fully-paid, royalty-free, irrevocable, world-wide, universal,transferable, assignable license to display, publicly perform, distribute,store, broadcast, transmit, reproduce, modify, prepare derivative works andotherwise use and reuse all or part of your User Content. It is important foryou to grant us this license so that we may transmit your User Content to thirdparties. Additionally, although you own all User Content submitted by you, weown all layouts, arrangement, metadata, aggregated data, and images that areused to render your User Content through our Service.we sh

5.0 Indemnification; No Warranty; Limitation of Liability

• Indemnification. You are solely liable for any content or other information you transmit, provide or upload to flexup DIRECT. You agree to indemnify and hold harmless flexup DIRECT, its directors, officers, employees, agents, and its affiliates from any third party claim, action, demand, loss or damages (including attorney's fees and costs) arising out of or relating to (a) your violation of any term of these Terms, (b) your use of or access to the Services, and (c) your violation of any rights of a third party, including without limitation any property or privacy right.
• Warranty Disclaimer. THE SITE AND SERVICE, INCLUDING, WITHOUT LIMITATION, ANY CONTENT, IS PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER FLEXUP DIRECT NOR ANYOF THEIR EMPLOYEES, MANAGERS, OFFICERS OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO:(A) THE SERVICE, SITE, AND ANY ACTIONS BY A THIRD PARTY; (B) ANY USER CONTENT;(C) OUR CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO FLEXUP DIRECT OR VIA THE SERVICE. IN ADDITION, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE,CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICE OR THE SERVER THAT MAKES THE SERVICE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE COMPANY DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SERVICE ARE ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE COMPANY DOES NOT WARRANT THAT YOUR USE OF THE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE COMPANY SPECIFICALLY DISCLAIMS ANY SUCH WARRANTIES. SOME JURISDICTIONS LIMIT ORDO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOU AND THIS AGREEMENT. WHERE ANY JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET FORTH ABOVE IN A PARTICULAR CIRCUMSTANCE, THEN COMPANY SHALL BE ENTITLED TO THE BENEFIT OF SUCH DISCLAIMERS AND LIMITATIONS TO THE EXTENT PERMITTED BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE.
• LIMITATION OF LIABILITY. IN NO EVENT SHALL FLEXUP DIRECT, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM (I) YOUR USE OR INABILITY TOUSE THE WEBSITE OR OUR SERVICES OR ANY ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE OR SERVICE, (III) ANY INTERRUPTION, MISINFORMATION, INCOMPLETE INFORMATION, OR CESSATION OF TRANSMISSION TO OR FROM OUR APP TO YOU, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE,WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY, (V) ANY FAILURE OF ANY THIRD PARTY INFORMATION LISTED ON OUR SITE AND SERVICE,INCLUDING ANY FAILURES OR DISRUPTIONS WHETHER INTENTIONAL OR UNINTENTIONAL,(VI) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS OR (VII) ANY ERRORS OR OMISSIONS IN OUR SITE OR SERVICE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF OUR SITE OR SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY,AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IF SUCH LIMITATION IS NOT PERMITTED INYOUR JURISDICTION, YOU AGREE OUR MAXIMUM LIABILITY TO YOU SHALL NOT EXCEED $99 USD. For Jurisdictions that do not allow us to limit our liability: Not withstanding any provision of this Agreement, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.
• RELEASE. IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OFTHIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE. FLEXUP DIRECT IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.

6.0 Miscellaneous

• Third-Party Rights: The provisions of these Terms are for the benefit of Company and any third party information providers to the Services. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on his, her or its own behalf.
• Dispute Resolution by Arbitration / No Class Action: You understand and agree that all claims, disputes or controversies between you and Company, or its affiliates, or their respective directors, officers, employees, representatives and agents, arising under or related to this Agreement, the Services, the content, or the use or operation of the Services, including tort and contract claims, claims based upon any federal, state or local statute, law, order, ordinance or regulation, and the issue of arbitrability, shall be resolved by final and binding arbitration before the American Arbitration Association ("AAA"), in accordance with the rules of the AAA. IT IS IMPORTANT THAT YOU READ THIS ARBITRATION CLAUSE. YOU UNDERSTAND THAT UNLESS YOU EXERCISE THE RIGHT TO OPT-OUT OF ARBITRATION IN THE MANNER DESCRIBED BELOW, YOU AGREE THAT ANY DISPUTE WILL BE RESOLVED BY BINDING ARBITRATION. ARBITRATION REPLACES THE RIGHT TO GO TO COURT, INCLUDING THE RIGHT TO HAVE AJURY, TO ENGAGE IN DISCOVERY (EXCEPT AS MAY BE PROVIDED IN THE ARBITRATION RULES), AND TO PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING. IN ARBITRATION, A DISPUTE IS RESOLVED BY AN ARBITRATOR INSTEAD OF A JUDGE OR JURY.YOU ALSO AGREE ANY ARBITRATION WILL BE LIMITED TO THE DISPUTE BETWEEN YOURSELF AND COMPANY AND WILL NOT BE PART OF A CLASS-WIDE OR CONSOLIDATED ARBITRATION PROCEEDING. ANY SUCH ARBITRATION PROCEEDING SHALL BE CONDUCTED IN MIAMI, Florida. THE SOLE AND EXCLUSIVE VENUE AND JURISDICTION WITH RESPECT TO ANY JUDICIAL ACTION ARISING UNDER OR RELATING IN ANY FASHION TO THIS AGREEMENT SHALL LIE IN THE STATE AND FEDERAL COURTS FOR MIAMI, FLORIDA. RIGHT TO OPT OUT: If you do not wish to be bound by this arbitration clause, you must notify flexup DIRECT in writing within sixty (60) days at  after such time as you become bound by this Agreement as set forth above in the section titled "Existence of Contract", or your rejection of arbitration will not be effective. Your notification must include your telephone number(s) and a clear statement of your intent to opt out, such as "I reject the arbitration clause stated in the Terms and Conditions."
• Governing Law: This Agreement is governed by the laws of the State of Florida without regard to the conflicts of laws principles thereof.
• Entire Agreement: This Agreement (including the Privacy Policy) constitutes the entire agreement of the parties with respect to the subject matter hereof, and supersedes any and all other prior written or oral agreements between Company and you regarding such subject matter.
• Severability: If any provision of this Agreement is held invalid or unenforceable in whole or in part in any jurisdiction, such provision shall be ineffective in that jurisdiction and the remaining provisions of this Agreement shall continue in full force and effect.
• No Construction Against Drafter: The terms of this Agreement shall not be construed against Company by virtue of it having drafted them.
• Survival: In the event of the termination of this Agreement, any obligation of yours, which must by its nature survive such expiration or termination in order to be given full effect, shall survive such expiration or termination. In any event, all of Company's rights under this Agreement shall survive any termination of this Agreement.
• No Third Party Beneficiaries: Nothing in this Agreement is intended to confer on any third party (whether referred to in the Agreement by name, class, description or otherwise) any benefit or any right under any legislation in any country to enforce any provisions of this Agreement, except as expressly contemplated in this Agreement.
• Shortened Statute of Limitations: ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES, OR THE SUBJECT MATTER OF THIS AGREEMENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
• No Assignments or Transfers: You may not assign this Agreement or your rights and obligations hereunder, in whole or in part, to any third party without Company's prior written consent (in its sole discretion), and any attempt by you to do so in violation hereof will be void and ineffective. Company and its affiliates may assign their respective rights and obligations under this Agreement (in whole or in part) without your consent or notice to you.
• Disputes with Third Parties: You agree that if you take legal action against a third party, such as an employer or marketer who purchases information from us, in relation to Company's services or the information provided by yourself to Company, that you will bring the dispute against them in accordance with the arbitration provisions listed in this Agreement, to the extent permitted by applicable law. This is because in such cases one or more party may find it necessary to subpoena or summon Company as a witness, and we believe it to be most cost-effective for us and neutral to the parties involved if such a dispute is brought according to the same rules as those which would be applied to disputes with Company. You agree that, should you bring a dispute contrary to this section and such a dispute is not dismissed for lack of jurisdiction, you will pay for Company's reasonable travel fees and other expenses in travelling to any jurisdiction outside of the State of Florida.
  
  ‍Last Updated: 06.14.2024