TERMS OF USE

The following Terms of Use apply to all users of the website www.flex12.com (http://www.flex12.com) (“Website”) and all marketing, products, and services of Flex12 International Company, Inc. (the “Company”), including without limitation all vendors, customers, merchants, and contributors of content, information and/or other materials or services to the Website.

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE WEBSITE. THE FOLLOWING TERMS OF USE ARE LEGALLY BINDING AND CONSTITUTE A BINDING AGREEMENT BETWEEN YOU (THE “USER”) AND THE COMPANY.

YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE WEBSITE, APPLICATION, AND/OR SERVICES OF THE COMPANY, INCLUDING BUT NOT LIMITED TO BY BROWSING THE WEBSITE AND/OR POSTING ANY CONTENT ON THE WEBSITE, YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS OF USE, WHETHER OR NOT YOU HAVE REGISTERED WITH THE WEBSITE AS A PRODUCT SELLER.

IF YOU DO NOT AGREE TO THESE TERMS OF USE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE WEBSITE OR SERVICES OF THE COMPANY.

  • Effective Date.These Terms of Use are effective as May 1, 2019 (“Effective Date”) and shall remain in effect and legally binding on all Users of the Website until modified or amended in writing by the Company. The Company reserves the right to modify and amend these Terms of Use at any time.
  • The Company.Subject to a User’s compliance with these Terms of Use, the Company provides an online platform for the listing, purchase, and sale of new and used products of apparel. The Company authorizes Users who agree to comply with these terms of Use to access and utilize the Company’s Website for the purpose of listing products for sale, accurately and truthfully describing the product and its quality/condition, posting photographs, images, and other graphics directly relevant to the sale of the product, and indicating a list or minimum bid price.
  • Disclaimers.The Company is not a party to the sale transactions between buyers and sellers. At no time and under no circumstances shall a User’s use of the Website or of the Company’s services be construed as to create or establish between the User and the Company an agency relationship, relationship of partnership or joint venturers, employer-employee relationship, or franchiser-franchisee relationship. The Company disclaims any warranties or control over the quality, condition, fitness for any purpose, warranty of merchantability, quiet enjoyment, safety, authenticity, non-infringement, or lawfulness of the products listed and sold on the Website. The Company disclaims any knowledge, verification, warranties, and/or control over the veracity, truthfulness, or accuracy of representations and description made on postings and/or the competence or ability of buyers and sellers to complete a sale transaction listed or posted through the Website. The Company disclaims any and all liability and responsibility for the images, graphics, texts, links, pictures, photographs, descriptions, information, and any and all other content featured on a listing or provided by a User. The Company neither assumes nor undertakes any obligation or responsibility to ensure or compel the completion of a sale transaction desired by a User. The Company is neither obligated nor responsible for completing transfer of possession or legal rights (e.g., ownership) to products. The Website is maintained by the Company is merely a venue. By accessing or using the Website and/or the services of the Company, Users assume the full risk, including but not limited to risk of loss, of all transactions agreed to, attempted, and/or completed.
  • Eligibility.Users must be individuals who are 18 years of age or older and competent to enter into legally binding contracts. By accessing or using the Website and services of the Company, each User represents and warrants that the User is at least 18 years old and that all information provided to the Company is true and correct. Individuals under 18 years old may only access the Website and use the services of the Company under the direct supervision of a parent or legal guardian who meets the Eligibility requirements of this section.
  • Compliance.Each User agrees to comply with all federal, state, and local laws regarding online conduct and the content of listings and communications in connection with the marketing, listing, and sale of a product on the Website. Each User is solely responsible for paying all applicable taxes attendant to a purchase and sale initiated and/or completed on or through the Website.
  • Commissions.The Company does not charge fees for access or browsing the Website or for listing a product for auction or sale. The Company shall be entitled to a commission in the amount of four and nine-tenths percent (4.900%) of the purchase price on each sale of a product listed on the Website. The commission shall be deemed earned and immediately due and payable by the seller in United States Dollars upon a buyer’s purchase. The Company may, in its sole discretion, increase or decrease this commission with at least seven (7) days’ advance notice by posting the change in commission on the Website and/or by amendment to these Terms of Use. The seller is responsible for all commissions payable to the Company, including but not limited to payment of all applicable taxes associated with using the Website and completing a sale transaction on or through the Website. The Company may invoice the seller by email itemizing the amount due as commission(s) to the Company. All commissions must be paid, if not sooner, within fifteen (15) days of transmission of the email invoice, or the User’s account will be deemed past due. If the Company terminates a listing or User account, if a User closes his/her account, or if the payment of the commission to the Company cannot be paid for any reason, the User remains obligated to pay the Company for all unpaid amounts due and owing as of the date of the account’s termination or closing. Your credit card information will be collected in case you don't ship your item or send us a fake or a replica item .
  • Listings.By featuring a product on the Website, the User represents and warrants that the User is in full compliance with these Terms of Use and that the User has the legal right to sell the product featured, and that the User has the means and ability to promptly complete the sale and shipment of the product in accordance with these Terms of Use and the terms of sale featured on the User’s listing. All products listed on the Website must be accurately described, including a description pertaining to whether the product is being sold as new or used, and if used, an accurate description of the product’s current condition and fitness for use. All terms of sale must be clearly and unambiguously set forth in a seller’s listing and must be followed and abided by the seller in completing the sale transaction. A listing may only include a written description of the product that is the subject of the listing together with any photographs, pictures, images, graphics, or other content that is directly relevant to the sale of the featured product. All products must be featured and tagged in the appropriate category and subcategory (if any). If a seller represents a quantity of product is currently “in stock” or “ready to be shipped,” then all products featured in that listing must be identical. Each unique product, such as a used product, must have its own listing and feature its own unique descriptions, photographs, terms of sale, and the like. Sellers are strongly encouraged and recommended to feature in each listing the terms of sale for a product, such as shipping rates, return policy, and payment and selling policies. The Company reserves the right to direct a seller to establish, implement, or modify its terms of sale and related policies. As part of a sale transaction, a seller may obtain personal information, including email address and shipping information, from another user. All personal information shall only be used for that sale transaction in which the personal information was obtained or for Company-related communications, unless otherwise authorized in writing by the User whose personal information was obtained.
  • Content of Listings.Each User is the sole owner of the content (descriptions, text, links, photographs, pictures, images, graphics, video, audio, comments, usernames, profiles, and the like) featured in the User’s listing. The Company does not claim any ownership of or rights in a User’s content featured in a listing. Each User grants the Company a nonexclusive and royalty-free license to use, refer to, feature, and/or market, in the Company’s sole discretion, the content of a User’s listing on the Website. Said license may be revoked at any time solely upon the User cancelling the listing and removing the content from the Website. Until so revoked, each User agrees the Company may retain, modify, and amend the User’s content on a listing and use or display the content in any manner that the Company decides on the Website.
    EACH SELLER IS SOLELY AND ABSOLUTELY RESPONSIBLE FOR MANAGING, SAFEGUARDING, AND CONTROLLING THE CONTENT FEATURED ON A LISTING.
    The content featured on a listing, whether by made, directed, or permitted by the User, shall not be false, fraudulent, or misleading; shall not contain images not directly relevant to the marketing and sale of the product that is the subject of the listing; shall not contain images or speech that are vulgar or obscene or contain pornographic or near-pornographic imagery or language; shall not involve the sale of counterfeit, illegal, or stolen products; shall not infringe upon any third-party's copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy; shall not be defamatory or trade libelous; shall not unlawfully threaten, harass, impersonate, or intimidate any person (including the Company, the Company’s staff, or other Users of the Website), or falsely state or otherwise misrepresent a User’s affiliation with any person, through for example, the use of similar email address, nicknames, or creation of false account(s) or any other method or device; and shall not contain or transmit any code of a destructive nature that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
    THE COMPANY DOES NOT CONTROL THE CONTENT FEATURED BY USERS IN LISTINGS AND EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY, RESPONSIBILITY, AND WARRANTIES FOR THE CONTENT POSTED ON USER LISTINGS, INCLUDING BUT NOT LIMITED TO CONTENT THAT MAY BE OFFENSIVE, HARMFUL, DECEPTIVE, AND FRAUDULENT. BY USING THE WEBSITE, EACH USER EXPRESSLY AGREES TO ASSUME ALL RISK ATTENDANT TO INAPPROPRIATE CONTENT POSTED BY USERS AND AGREES THAT THE COMPANY SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH THE USE OF, EXPOSURE TO, OR RELIANCE ON ANY SUCH CONTENT, GOODS, OR SERVICES AVAILABLE ON OR THROUGH THE WEBSITE.
  • Binding Sale.The listing of a product on the Website constitutes a binding offer to
    • sell that specific product to a buyer who agrees to purchase the product at the listed price and
    • ship the product in accordance with these Terms of Use
    A LEGALLY BINDING AND ENFORCEABLE CONTRACT IS CREATED WHEN A BUYER ACCEPTS A SELLER’S OFFER THROUGH THE WEBSITE. All sales are final and binding. The seller is obligated to ship the order or otherwise complete the transaction with the buyer in a prompt manner,
    unless there is an exceptional circumstance, such as:
    • the buyer fails to meet the terms of the seller's listing (such as payment method), or
    • the seller cannot authenticate the buyer's identity.
    The buyer is obligated to deliver appropriate payment for items purchased, unless there is an exceptional circumstance. Sellers may charge reasonable shipping and handling fees to cover the costs for packaging and mailing the product. Sellers may not charge excessive shipping fees or otherwise avoid fees. A product’s sale price may not be altered or adjusted after a sale in a manner that affects the Company’s commission or misrepresents the product location or availability.
  • Seller Obligations.The Company will send seller a sale confirmation email providing shipping instructions and shipping label. Sellers must ship the product in accordance with the Company’s instructions and within the timeframe established by the sale confirmation email. Failure to ship the product within this time shall subject the seller to a service fee in the amount of fifteen (15) U.S. dollars or fifteen percent (15%) of the gross sales price, whichever is greater. For a seller’s failure to fulfill an order, the Company reserves the right to
    • terminate or suspend the seller’s account, or place limitations on the seller’s listing and sale privileges;
    • charge the seller’s credit card or account for any costs and expenses incurred by the Company;
    • withhold any payments due to seller; and/or
    • charge a service fee to the seller’s credit card in the amount of fifteen
    (15) U.S. dollars or fifteen percent (15%) of the gross sales price, whichever is greater. Seller shall be paid within thirty (30) days after delivery to buyer.
  • Nonconformity, Counterfeits, and Frauds.Seller is responsible for ensuring that the product shipped to a buyer matches exactly the product featured on the listing. If a shipped product does not conform to the product as sold and as featured on the listing, then the Company may charge the seller’s credit card with a service fee in the amount of fifteen (15) U.S. dollars or fifteen percent (15%) of the gross sales price, whichever is greater, together with all amounts necessary, in the sole discretion of the Company, to reimburse the buyer and reimburse the Company for transaction expenses related to the sale. With regard to counterfeit items, or the use of the Website to defraud, or attempt to defraud, any buyer or the Company, or both, the Company reserves the right to do any of the following in the Company’s sole discretion
    without regard to seller’s knowledge or suspicion that any product was counterfeit or fraudulent:
    • terminate or suspend the seller’s account, or place limitations on the seller’s listing and sale privileges;
    • charge the seller’s credit card or account for any costs and expenses incurred by the Company and/or the buyer;
    • withhold any payments due to seller;
    • charge a service fee to the seller’s credit card in the amount of fifteen (15) U.S. dollars or fifteen percent (15%) of the gross sales price, whichever is greater;
    • cancel any or all of seller’s orders then pending;
    • ship the product(s) back to the seller at the seller’s cost; and/or
    • provide the counterfeit items to law enforcement or destroy the counterfeit items. If a buyer receives a product believed to be counterfeit or fraudulent, the buyer must notify the Company in writing within 3 days after receiving the product, and the Company will commence an investigation into the product. The buyer shall cooperate with the investigation, including but not limited to by providing photographs and other evidence of the product, providing the product to law enforcement, delivering the product back to the Company, or destroying the product, at the Company’s instruction.
  • Buyer Obligations.A buyer shall pay for every product purchased or requested to be purchased by the buyer. The listing of a product on the Website constitutes a binding offer by the seller to sell and ship that specific product when a buyer makes a bid that matches a seller’s list price. When a buyer bids on a product, the buyer has agreed to purchase the product immediately upon the buyer’s bid matching the seller’s list price, and the buyer has agreed that the price shall be withdrawn from the buyer’s payment method. ALL SALES ARE FINAL ONCE THE PRODUCT IS AUTHENTICATED AND DELIVERED, AND NO REFUNDS WILL BE MADE REGARDLESS OF THE CURRENT VALUE OF THE ITEM. All buyers must have a billing address and shipping address within the United States or Canada. The Company will charge a buyer’s credit card immediately upon purchase and hold the funds in escrow until the transaction is complete, at which time the Company will pay the seller. Buyers will not receive any interest on the amount in escrow. If payment fails or is rejected for any reason (e.g., purchase exceeds credit card limit, card is cancelled, chargeback is requested),
    the Company reserves the right to do any or all of the following, in its sole discretion:
    • charge buyer’s credit card a service fee in an additional amount equal to 15% of the transaction amount or $15.00 USD for items below $50.00 USD, whichever is greater;
    • remove any or all of buyer’s pending bids from the Website;
    • cancel any or all of buyer’s orders then pending;
    • withhold refunds or payments due to buyer;
    • place limits on buyer’s buying and selling privileges;
    • charge buyer’s credit card for costs, expenses and fees incurred by the Company as a result of buyer’s action or inaction; and/or
    • temporarily or permanently suspend buyer’s account.
  • Payment providers :You expressly authorize our/Flex's service provider, Dwolla, Inc. to originate credit transfers to your financial institution account.
  • Payment Processing.For payments and transactions, the Company uses ACH services provided by Dwolla, Inc. (“Dwolla”). Sellers must open an “Access API” account by Dwolla and must accept the Dwolla Terms of Service and Privacy Policy. Any funds held in the Dwolla account are held by Dwolla’s financial institution partners as set out in the Dwolla Terms of Service. Each User hereby authorizes the Company to share your identity and account data with Dwolla for the purposes of opening and supporting your Dwolla account, and each User is responsible for the accuracy and completeness of that data. Users acknowledge and agree that Users will access and manage their Dwolla accounts through the Website and that Dwolla account notifications may be sent by the Company rather than Dwolla.
  • Alternative Dispute Resolution.Any dispute between a User and the Company relating to these Terms of Use, or relating to a User’s use or access to the Website, shall be submitted to binding arbitration in the City and County of San Francisco, State of California before a retired judge or competent attorney sitting as arbitrator and decided in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect. The prevailing party in any arbitration or other proceeding arising under these Terms of Use shall be entitled to its reasonable attorney’s fees and costs of suit incurred in the arbitration or other proceeding. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial confirmation of any award and an order of enforcement, as the case may be. Use of the Website is not authorized in any jurisdiction that does not give effect to this provision of these Terms of Use.
  • Shortened Statute of Limitations.Each User and the Company agree that any cause of action arising out of or related to a User’s use of or access to the Website (including, but not limited to, any services provided or made available therein) or these Terms of Use must be commenced within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. Should a User have a dispute with one or more Users, or an outside party, each User hereby releases, to the fullest extent permissible by law, the Company and the Company's officers, directors, agents, subsidiaries, joint ventures and employees from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. The Company encourages Users to report user-to-user disputes to your local law enforcement, postmaster general, or a certified mediation or arbitration entity, as applicable. The Company, for the benefit of users, may try to help users resolve disputes. The Company does so in the Company's sole discretion, and the Company has no obligation to resolve disputes between users or between users and outside parties. To the extent that The Company attempts to resolve a dispute, The Company will do so in good faith based solely on the Company's policies. The Company will not make judgments regarding legal issues or claims.
  • The Company's Intellectual Property.The Company and all of its graphics, logos, designs, page headers, button icons, scripts, and service names are registered trademarks, trademarks, or trade dress of the Company and may not be used, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion.
  • Breach.Without limiting any other remedies, the Company may, without notice, and without refunding any commissions or other fees, delay or immediately remove User content, temporarily suspend a User, temporarily or indefinitely suspend a User's account and/or privileges, terminate a User's account, prohibit access to the Website, and/or take technical and legal steps to keep a User off the Website and refuse to provide services to a User if any of the following apply: (1) the Company suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a User has breached these Terms of Use; the Company is unable to verify or authenticate any of a User’s personal information or Content; or The Company believes that a user is acting inconsistently with the letter or spirit of The Company's policies, has engaged in improper or fraudulent activity in connection with The Company or the actions may cause legal liability or financial loss to The Company's users or to The Company.
  • Limit on Liability.In no event shall the Company or its officers, directors, managers, employees, representatives, or agents be liable for any damages, whether direct or indirect, general or special, compensatory or consequential, punitive or exemplary, incidental damages, damages for lost profits or loss of business, damages for injury, bodily harm, and/or emotional distress, or consequential damages of any nature, arising out of or related to any User’s use of the Website or purchase or sale of a product on or through the Website. Each User expressly acknowledges and agrees that the Company’s sole liability under any circumstance shall be limited to the amount of the commission(s) paid by the User in connection with the sale, event, or other circumstance giving rise to the Company’s alleged liability.
  • Indemnity.Each User acknowledges and agrees that the User shall indemnify and hold harmless the Company and all of its officers, directors, managers, employees, representatives, and agents from and against any and all claims, demands, causes, causes of action, attorney’s fees, costs of suit, and damages alleged by any third party in connection with the User’s breach or default under these Terms of Use or the User’s breach or default in the User’s own terms of sale.
  • Severability.If any provision of these Terms of Use is determined unenforceable, then such provision shall be stricken, and the remaining provisions of this Agreement shall remain in full force and effect.
  • Survival.These Terms of Use, including any amendments and modifications hereto, shall survive the termination and/or closing of a User’s account for any reason.
  • Interpretation.These Terms of Use shall in all regards be interpreted and construed in accordance with the laws of the State of California, excluding its conflicts of laws rules, and the laws of the United States of America.
  • Contact. If you have any question please contact us at help@flex12.com