Last Modified: February 17, 2021
- Your Acceptance
- User Information and Accounts
After registering and properly paying for our Site, where required, we shall grant you access to the Site as permitted by us and in accordance with this Agreement. All rights not explicitly granted are reserved for Card Flip. Where you download software to access our Site, we grant you a limited, fully revocable, non-exclusive license to download one copy of our Site onto your electronic device(s). If you breach this Agreement, your access or license to use our Site may be terminated at our discretion. Additionally, we may revoke your access or license to use our Site if we believe that your actions may harm us, our business interests, or any third-party rights. Failure by us to revoke your access does not act as a waiver of your conduct.
- Site Ownership
User acknowledges that the structure, organization, and code of the Site and all related software components are proprietary to Card Flip and/or Card Flip’s licensors and that Card Flip and/or its licensors retains exclusive ownership of the Site, any documentation, information and any and all other intellectual property rights relating to the Site, including all modifications, copies, enhancements, derivatives and other software and materials developed hereunder by Card Flip. User shall not sell, copy, reproduce, transfer, publish, disclose, display or otherwise make available the Site, access to the Site, or any portions of the Site including any modifications, enhancements, derivatives and other software and materials developed hereunder by Card Flip to others in violation of this Agreement. User shall not remove any proprietary, copyright, trademark or service mark legend from any portion of any of the Site, including any modifications, enhancements, derivatives and other software and materials developed by Card Flip. User agrees to make all necessary and reasonable efforts to comply with the above provisions in a manner which User takes to secure and protect its own highly confidential information in order to maintain Card Flip’s rights as stated within this Agreement and to take appropriate action as instructed or required by Card Flip to maintain its intellectual property rights.
- User Responsibilities
User hereby represents and warrants that: (i) User shall use the Site solely for the purposes of conducting User’s own business operations; (ii) User is duly authorized and has the power and authority to enter into this Agreement; (iii) User will not violate any agreements with any third parties as a result of entering into this Agreement with Card Flip; (iv) User shall comply with the local laws of Hong Kong and any local laws of your jurisdiction when using the Site; and (v) User shall use the Site only for legal and lawful purposes.
- User Screening
We do not screen Users. As such, Users should exercise caution and perform their own screening before connecting with a User in person or off the Site. We expressly disclaim, and you expressly release us from, any and all liability whatsoever for any controversies, claims, suits, injuries, loss, harm and/or damages arising from and/or in any way related to the Services or your interactions or dealings with other Users, including but not limited to any acts and/or omissions of Users in any way using or having used the Services, on or off our Site. By using the Services, you acknowledge that you are solely responsible for such use and the connections you make and that ALL USE OF OUR SERVICES IS AT YOUR SOLE RISK
- User Privacy
- Use of the Site
When using our Site, User is responsible for its use and the use of the Site. You agree to the following:
- You way not copy, distribute, access or disclose any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”;
- You may not attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site;
- You may not use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Site or to extract data;
- You may not use automated bots or other software to send more messages through our Site than humanly possible;
- You may not use the Site on a computer that is used to operate nuclear facilities, life support, or other mission critical applications where life or property may be at stake;
- You may not decompile, reverse engineer, disassemble, modify, rent, sell, lease, loan, distribute or create derivative works or improvements to the Site or any portion of it;
- You may not access our Site in an attempt to build a similar or other competitive product;
- You may not use the Site in an unlawful manner;
- You may not take any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
- You may not collect or harvest any personally identifiable information, including account names, except where permitted, from the Site;
- You may not impersonate any person or entity or misrepresent your affiliation with a person or entity;
- You may not violate or infringe other people's intellectual property, privacy, or other contractual rights while using our Site;
- You may not violate any requirements, procedures, policies or regulations of networks connected to Card Flip;
- You may not sell, lease, loan, distribute, transfer or sublicense the Site or access to it or derive income from the use or provision of the Site unless enabled through the functionality of our Site;
- You may not interfere with or disrupt the Site;
- You may not violate any local or international laws or regulations and you solely are responsible for such violations;
- You agree not to use the Site in any way that is: misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing.
- You agree that you will not hold Card Flip responsible for your use of our Site; and
- You agree not to cause, or aid in, the disruption, destruction, manipulation, removal, disabling, or impairment of any portion of our Site, including the de-indexing or de-caching of any portion of our Site from a thirty party’s website, such as by requesting its removal from a search engine.
If you are discovered to be undertaking any of the aforementioned actions your privileges to use our Site may at our discretion be terminated or suspended. Additionally, if we believe that your actions may harm us or a third party we may suspend or terminate your use of the Site. Generally, we will provide an explanation for any suspension or termination of your use of any of our Site, but Card Flip reserves the right to suspend or terminate any account at any time without notice or explanation.
- User Content
Your ability to submit or transmit any information through the Site, including but not limited to data, written content, images, videos, or any other information will be referred to as “User Content” throughout this Agreement. Please be aware that we are not required to host, display, migrate, or distribute any of your User 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. We provide industry standard security, but we cannot guarantee the absolute safety and security of any such User Content. Any User Content found to be in violation of this Agreement or that we determine to be harmful to the Site may be modified, edited, or removed at our discretion. All content submitted by Buyers and Sellers (as defined in the Card Flip Buyer and Seller Agreements) is considered User Content and subject to the license granted below.
When submitting any User Content to our Site you represent and warrant that you own all rights to the User Content, you have paid any fees to use or license the User Content, or you otherwise have the permission and right to use any User Content. Furthermore, you represent and warrant that all User Content is legal and the User Content does not interfere with any third party rights or obligations.
When you submit any User Content to us, you grant Card Flip, its partners, affiliates, Users, third party visitors, representatives and assigns a non-exclusive, limited, fully-paid, royalty-free, revocable, world-wide, universal, transferable, assignable license to display, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works, or use and reuse all or part of your User Content for the purposes of providing you any Services associated with the Site for the duration of this Agreement. Additionally, you grant to Card Flip a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Site any suggestion, enhancement request, recommendation, correction or other feedback provided by you relating to the operation of our Site. We reserve the right to remove, delete, modify, screen, edit or refuse any User Content for any reason or no reason, and with or without notice to you. By posting Seller Content on the Site, it is possible for a third-party to re-post your Seller Content on another website. You agree to hold harmless Card Flip for any dispute concerning the use of anyone else’s User Content. If you post on another website the image of any product offered for sale on the Site, then such image posted on another website must provide a link back to the listing on the Site.
- Monitoring User Content
Card Flip shall have the right, but not the obligation, to monitor all User Content on the Site at all times, to determine compliance with this Agreement and any guidelines established by us. Without limiting the foregoing, Card Flip shall have the right, but not the obligation, to remove any User Content at its sole discretion. For example, we may remove User Content if we believe that any User Content may harm us or our business interests or violate any laws or regulations. We have no obligation to retain or provide you with copies of any User Content after your termination of this Agreement.
- Site Availability
Although we try to provide continuous availability to you, we do not guarantee that the Site will always be available, work, or be accessible at any particular time. Specifically, we do not guarantee any uptime or specific availability of the Site. You agree and acknowledge that the Site uses remote access and may not always be either 100% reliable or available. Only Users who are eligible to use our Site may do so and we may refuse service or terminate your access at any time. We cannot guarantee that anything found on our Site will work to the functionality desired by you or give you any desired results.
- Modification of Site
We reserve the right to alter, modify, update, or remove the Site or any portions thereof, at any time at our discretion. We may conduct such modifications to our Site for security reasons, intellectual property, legal reasons, or various other reasons at our discretion, and we are not required to explain such modifications or provide you access to previous versions of our Site. For example, we may provide updates to fix security flaws, or to 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 Site for security, legal or other purposes.
- Site Security
Card Flip implements administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of your information and all User Content. Those safeguards used are based on industry standards. Aside from such industry standard safeguards, Card Flip can make no guarantees regarding any Site security or any User Content secured.
- Intellectual Property
The name “Card Flip”, the Card Flip Site along with the design of the Card Flip Site and any text, writings, images, templates, scripts, graphics, interactive features and any trademarks or logos contained therein ("Marks"), are owned by or licensed to Card Flip, subject to copyright and other intellectual property rights under international and foreign laws and international conventions. Card Flip reserves all rights not expressly granted in and to the Site. You agree to not engage in the use, copying, or distribution anything contained within the Site unless we have given express written permission.
- Idea Submission
Card Flip or any of its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to processes, technologies, product enhancements, or product names. Please do not submit any unsolicited ideas, content, artwork, suggestions, or other works (“Submissions”) in any form to Card Flip. The sole purpose of this policy is to avoid potential misunderstandings or disputes when Card Flip’s products might seem similar to ideas you submitted to Card Flip. Where you submit any Submission, whether solicited or unsolicited, you agree that: (1) your Submissions and their contents will automatically become the property of Card Flip, without any compensation to you; (2) Card Flip may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for Card Flip to review the Submission; and (4) there is no obligation to keep any Submissions confidential.
THE SITE AND THE SERVICE, INCLUDING, WITHOUT LIMITATION, THE CONTENT OR USER CONTENT, IS PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER CARD FLIP NOR ANY OF THEIR EMPLOYEES, MANAGERS, OFFICERS OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: (A) THE SERVICE; (B) ANY THIRD PARTY PRODUCTS OR SERVICES SOLD THROUGH THE CARD FLIP SERVICE; (C) OUR CONTENT AND ANY BUYER/SELLER INFORMATION; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO CARD FLIP 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 VIRUSES. CARD FLIP MAKES NO REPRESENTATIONS, ENDORSEMENTS, OR RECOMMENDATIONS ABOUT ANY SELLERS THAT BUYER MAY ENCOUNTER ON THE SITE OR VIA THE SERVICE. CARD FLIP 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. CARD FLIP DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SERVICE IS ACCURATE, COMPLETE, OR USEFUL. USER ACKNOWLEDGES THAT ITS USE OF THE SERVICE IS AT ITS SOLE RISK. CARD FLIP DOES NOT WARRANT THAT YOUR USE OF THE SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND CARD FLIP SPECIFICALLY DISCLAIMS ANY SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO 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 THESE ADDITIONAL TERMS. BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE. CARD FLIP DOES NOT ENDORSE ANY CONTENT OR PRODUCTS AND SPECIFICALLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR RESULTING FROM ANY CONTENT OR PRODUCTS FOUND ON OR THROUGH CARD FLIP. IN THE EVENT BUYER EXPEREINCES ANY ISSUES WITH THE SERVICES OR SELLERS ENCOUNTERED ON THE SITE, BUYER AGREES THAT ITS SOLE REMEDY, IF ANY, IS THROUGH THESE ADDITIONAL TERMS.
- Limitation of Liability
IN NO EVENT SHALL CARD FLIP, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT Card Flip 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. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (1) death or personal injury caused by Card Flip’s negligence or that of any of its officers, employees or agents; (2) fraudulent misrepresentation; or (3) any liability which it is not lawful to exclude either now or IN THE FUTURE. WHERE A TOTAL DISCLAIMER OF LIABILITY IS DISALLOWED YOU AGREE THAT OUR TOTAL LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNTS YOU HAVE PAID IN THE PAST SIX (6) MONTHS TO USE OUR SITE OR ONE HUNDRED US DOLLARS ($100), WHICHEVER IS GREATER.
You agree to defend, indemnify and hold harmless Card Flip, its officers, directors, employees, affiliates, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:
- your use of and access to the Card Flip Site;
- your violation of any term of this Agreement; or
- your violation of any third party right, including without limitation any copyright, property, or contractual right.
This defense and indemnification obligation will survive this Agreement and your use of the Card Flip Site. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial.
We take copyright infringement very seriously. If you believe that any content owned by you has been infringed upon, 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 Site 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 and send it to our Copyright Agent: Copyright Agent of Card Flip, firstname.lastname@example.org.
In the event that you receive a notification from Card Flip stating content posted by you has been subject to a copyright takedown notice, you may respond by filing a counter-notice pursuant to the DMCA. Your counter-notice must contain the following:
- Your name, address, email and physical or electronic signature.
- The notification reference number (if applicable).
- Identification of the material and its location before it was removed.
- A statement under penalty of perjury that the material was removed by mistake or misidentification.
- Your consent to the jurisdiction of a federal court in the district where you live (if you are in the U.S.), or your consent to the jurisdiction of a federal court in the district where your Vendor is located (if you are not in the US).
- Your consent to accept service of process from the party who submitted the takedown notice.
Please be aware that we may not take any action regarding your counter-notice unless your notification strictly complies with the foregoing requirements. Please send this counter-notice in accordance with the takedown notice instructions above.
- Choice of Law
This Agreement shall be interpreted and construed in accordance with the federal and state laws of Nevada. You specifically agree that this Agreement is not subject to or to be interpreted by the UN Convention on Contracts for the International Sale of Goods.
Any and all disputes arising out of the Site and Services or relating to this Agreement or the Buyer/Seller Agreement, shall be resolved by final arbitration before one arbitrator in accordance with the then applicable rules of Judicial Arbitration and Mediation Services, Inc. Any arbitration shall take place in Las Vegas, Nevada. Judgment upon any award rendered by the arbitrator may be entered by any state or federal court having jurisdiction thereof. Each party shall bear its own costs related to any claim. Any claim or cause of action arising out of, related to or connected with this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned. The dispute resolution procedures in this section shall not apply prior to a party seeking a provisional remedy related to claims of declaratory relief, misappropriation or ownership of intellectual property, or infringement which shall take place in a court of competent jurisdiction located within Clark County, NV. You may opt-out of this dispute resolution provision by notifying us within 30 days of the date on which you entered into this Agreement. You must do so by writing to us through the Site attn: Arbitration Opt-Out, and you must include your name, address, account information, and a clear statement that you do not wish to resolve disputes with us through arbitration. Where you opt out of arbitration, all disputes shall be heard in a court of competent jurisdiction located within Clark County, NV.
- Class Action Waiver
You and CardFlip agree that any proceedings to resolve or litigate any dispute whether through a court of law or arbitration shall be solely conducted on an individual basis and waive all trials by jury. You agree that you will not seek to have any dispute heard as a class action, representative action, collective action, or private attorney general action.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision.
If two or more provisions of this Agreement or any other agreement you may have with Card Flip are deemed to conflict with each other’s operation, Card Flip shall have the sole right to elect which provision remains in force.
We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
- Assignment and Survival
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion. All portions of this Agreement that would reasonably be believed to survive termination shall survive and remain in full force upon termination, including but not limited to the Limitation of Liabilities, Buyer and Seller obligations, Representation and Warranties, Access, Payment, Indemnification and Arbitration sections.
You may cancel your access to the Site or any recurring payments at any time via your Card Flip dashboard or contacting us at email@example.com. Please be aware that upon termination of your account, access to portions of our Site may be become immediately disabled and any User Content may become immediately inaccessible. We may terminate this Agreement with you if we determine that: (1) you have violated any applicable laws while using our Site; (2) if you have violated any portion of this Agreement or any of our Site policies; or (3) if we believe that any of your current or future actions may legally harm Card Flip, our business interests or a third party, at our discretion. In the event of termination, we will strive to provide you with a timely explanation; however, we are not required to do so.
- Entire Agreement
We may amend this Agreement from time to time. When we amend this Agreement, we will update this page and indicate the date that it was last modified, or we may email you. You may refuse to agree to the amendments, but if you do, you must immediately cease using our Site and our Site.
- Electronic Communications
The communications between you and Card Flip use electronic means, whether you visit the Site or send Card Flip e-mails, or whether Card Flip posts notices on the Site or communications with you via mobile notifications or e-mail. For contractual purposes, you (1) consent to receive communications from Card Flip in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures and other communications that Card Flip provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
- Site Issues
Where you have any questions, issues, or if you are having trouble accessing or using the Site, please contact us at firstname.lastname@example.org.