Flipsite General Terms and Conditions
Updated: September 12, 2024
These General Terms and Conditions (hereinafter, “GTC” or "Contract") govern the use of the platform which helps you create websites, micro sites or landing pages as well as technologies associated with websites for making them interactive or collecting leads or conducting sales (hereinafter, “Service”). One of the aims of this Service is to create, maintain and help drive visibility and/or sales online.
The Service is offered by Flipsite Ab (hereinafter, “Flipsite”) entity of Finnish nationality with professional address at Blomstringevägen 12, 22150 JOMALA, Åland, Finland, provided with Tax Identification Number FI330060063 to the client (hereinafter “Client”). The use of the Services implies full acceptance by the Client of the GTC in force at the time of accessing the Service and, therefore, constitutes the contractual agreement between the Client and Flipsite.
By accepting the terms and conditions of our service, you expressly consent to be contacted by us through various means of communication, including but not limited to phone, email, and chat, for the purpose of providing you with relevant information about our products or services, as well as to address any inquiries or requests you may have.
However, we recognize your right to manage your communication preferences with us. If at any time you wish to unsubscribe from our communications or restrict the way we communicate with you, you may do so by sending an email to info@flipsite.io from the email address associated with your account, clearly indicating your request to opt out of certain communication channels or all future communications. We commit to processing your request in a reasonable timeframe and respecting your choice regarding the receipt of our communications.
Flipsite reserves the right to modify these GTC at any time, as well as any other applicable conditions, by informing the Client. The Client shall have the right to terminate their contract if they do not agree with the new conditions.
These terms apply to both corporations and individual users. In the case of usage for a corporation, or any other legal entity not constituting a private person, all terms apply to the non-private person. The Clients purchase, procurement or other terms shall not apply to the Contract, even if referred in or attached to the Clients purchase order or other document submitted by Client. In the event of a conflict between the GTC and other terms of the Contract, the terms in GTC shall prevail. The Client represents and warrants that each person who takes the Services in use or uses the Services, the Documentation or the Software or clicks the acceptance of the Contract or the Terms or otherwise accepts the Contract or the Terms (or the modified version thereof) is authorized to conclude a binding agreement on behalf of the Client and that the Client is bound by the Contract (including but not limited to the Terms). If the Client does not accept the terms of the Contract (including but not limited to the Terms), the Client is not entitled to use the Services, the Documentation or the Software.
Subject to the terms of the Contract, Flipsite will use commercially reasonable efforts to provide the Client with the Service. As part of the registration process, Client will identify an administrative user name and password for the Clients account. Flipsite reserves the right to refuse registration, and require change of passwords as it deems appropriate. Subject to the Terms hereof, Flipsite will provide the Client with reasonable technical support services via email, phone or online chat on reasonable effort basis. As part of the technical support services, Flipsite investigates and fixes errors of the Services, but cannot guarantee that all errors can or will be fixed or the time schedule of fixes. Non commercial agreements come with no commitment for services or support. Flipsites responsibility for the Services and their functionality is limited to the functionalities of Flipsites own information systems. Flipsite cannot guarantee disruption-free access to the Services, or otherwise guarantee the availability or disruption-free use of the Services. Flipsite is not responsible for any restrictions on the use of the Service in any country. The Client shall notify Flipsite of Flipsites breach of Contract without delay and latest within time that enables Flipsite to remedy the breach to so as to mitigate the adverse effects caused to the Client by the breach. Flipsite may make any changes to the Services.
The Services are subject to the Service Fee in accordance with price list available at flipsite.io. Some services might be free of charge or have free trial periods. Flipsite is not obligated to provide a refund for any reason, including but not limited to partial months or years of Service, upgrades or downgrades, unused time or if the Client did not use the Services, used the Service only partially or deactivated the Service or if the Contract is terminated before the contracted earliest termination date. However, if the Contract is terminated due to Flipsites material breach in accordance, Flipsite will refund the proportion of the pre-paid Service Fee attributable to the period after the date of termination, as the Clients sole and exclusive remedy.
Subject to the Clients payment of the prices payable for the Services (“Service Fee”), the Client is granted a non-exclusive, non-transferable and non-sublicensable right to use the licensed features of the Service during the term of the Contract in the Clients own operations in accordance with the Contract. The Client shall follow the usage limitations set out in the Contract, regarding e.g. the functionalities of the Services provided to the Client or other limitations. If the Client, through the system, uses or makes use of either directly or indirectly of 3rd party images or icons the Client agrees to the license terms of the said image provider such as but not limited to Unsplash.com. There are no implied licenses. When the Clients right to use the Services expires or terminates, the Client shall remove the Software permanently from its devices. The Clients users shall maintain their user names and passwords diligently and the user names and passwords may not be disclosed to third parties. The Client is responsible for the use of Services by using its users’ user names and passwords. The Client may not, directly or indirectly (a) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms of the Services, the Software or any software used by Flipsite to provide the Services, (b) modify, translate or create derivative works of the Services (except to the extent expressly permitted by Flipsite), the Software or the Documentation, (c) use the Services, Software or the Documentation for time sharing or service bureau purposes or otherwise for the benefit of any third party, or (d) remove any proprietary notices or labels.
Flipsite may use the Client and the Clients name and logo in Flipsites marketing collateral, websites and promotional materials to identify the Client as a Service customer of Flipsite.
The Client warrants that Flipsite and its subcontractors are entitled to store and otherwise process the Client Data lawfully for the purposes of the Contract. Prior to submitting the Client Data, the Client shall take and maintain copies of the Client Data if the Client deems it important to maintain the Client Data. The same applies to any output data (such as reports) that the Client receives by using the Service. The Client is liable for the Client Data and its correctness. The Client shall ensure that the Client Data has been scanned by using an up-to-date date virus scanning before submitting. The Client may use the Service only in accordance with good business ethics. The Client may not use Service for any illegal or questionable use, for instance but limited to SPAM, child pornography or drug sales. The Client shall comply strictly with all applicable federal, state and other laws and regulations, including without limitation, marketing and electronic marketing regulations, the U.S. CAN-SPAM Act of 2003, the GDPR and laws and regulations regarding privacy and electronic communications. Violation of laws or regulations will constitute the Clients material breach of the GTC. It is the sole responsibility of the Client to ensure that the Service usage complies with local legislation. The Client agrees to defend and indemnify Flipsite from and against any claim by a third party in connection with the Clients failure to comply with laws or regulations. No limitations of liability shall apply to such liability of the Client. During and after the term of the Contract, Client has a perpetual, non-revocable, transferable, sublicensable and free of charge right to use, operate, copy, modify, disclose and publish statistical information in any and all means and for any and all purposes. Flipsite reserves the right to delete all data for unpaid, unused accounts after 3 months of inactivity.
Title and any and all Intellectual Property Rights in and to the Services, the Software, the software used by Flipsite to provide the Services and the Documentation, and any copies, modifications, translations, amendments and derivatives thereof, are and shall belong to Flipsite and/or its licensors. Flipsite also holds the right to use Client created publicly available content as templates for other Clients. Title and any and all Intellectual Property Rights to all data collected or input into the system are with Client.
Flipsites aggregate maximum liability arising out of and related to the Contract and any and all Clients orders for any and all causes of action occurred during any contract period, and including the amounts of possible price returns, price reductions and service level credits, shall not exceed the amount of the Service Fee (without value added tax and other governmental charges) paid by the Client to Flipsite for maximum of one year. Except as expressly set out in these Terms, a Party shall have no liability for any: (i) indirect, incidental, special, consequential, exemplary or unforeseeable damages, such as loss of profit, revenue, use, goodwill or savings, business interruption, damage to reputation or for damages payable to third parties, or (ii) loss or alteration of data or for any damages incurred as a result thereof, or for cost of procurement of substitute goods or services. The limitations of liability shall not apply to damages caused by gross negligence or intentional act or to breaches of the terms of use. No action may be brought by the Client against Flipsite more than two (2) months after the cause of action has arisen.
The Client agrees that Flipsite uses cookies, other tracking mechanisms or other ways of identifying users, to provide the Service. The Client is solely responsible for the compliance of the Clients sites and services with data protection and other laws and regulations, even if the Services are used in connection with the site or services. Flipsite sometimes shares Client Data with third party companies and services for the purpose of the provision of the Services. For Services used on any website by the Client, the Client must obtain the website users’ legally valid consent to the use of cookies and other tracking and local storage mechanisms and the collection, sharing and use of the users’ personal data for the purposes of the Services, where legally required. If the Client believes the usage is illegal, the Client is obliged to stop using the service. The relevant cookies’ and privacy policies shall be easily accessible to the website users all the time when they access the website. The Client must clearly identify to the users each party that may collect, receive or use users’ personal data as a consequence of the Clients use of the Services.
The Contract shall be construed in accordance with the laws of Finland, excluding its choice of law provisions and the UN Convention on Contracts for the International Sale of Goods. Any dispute, controversy or claim arising out of or relating to the Contract shall be settled primarily through negotiation. If the Parties cannot find a satisfactory solution through negotiation within sixty (60) days from the start of the negotiation, the dispute, controversy or claim shall be settled in the Turku District Court in Turku, Finland. The Client expressly waives the right to participate in a class action against Flipsite. Notwithstanding the above, Flipsite shall be entitled to seek equitable and/or injunctive relief to prevent or stop a violation of the terms and conditions in the Contract and take legal actions concerning overdue payments, in any court of law.
The purpose of this clause is to regulate the relationship between the Client and Flipsite. Flipsite will be a Data Controller of the clients data as far as for editing and creating their website or landingpage. For all possible contact information collected from the website, to the degree Flipsite is a party, Flipsite is a Sub Processor and the Client is the Data Controller. In all cases personal data will be subject to confidentiality.
The term of this clause shall be equal to the duration of the provision of the Services contracted by the Client and Flipsite.
The processing of personal data shall be carried out solely and exclusively for the purpose of providing the Service.
The type of data to be processed are identification, personal characteristics and commercial information data. The category of data subjects are clients.
The Client authorizes Flipsite to use sub contractors to carry out its service with providers such as: Providers of electronic communications and online office automation, hosting, SaaS services such as CRM/ERP, management, accounting, auditing and lawyers.
Flipsite uses AI to generate content in the wizard in the beginning of a project as well as a helper tool as part of the platform. We take measures to anonymize data but Clients approve the usage of sub processors such as OpenAI for carrying out these services.
Either Party may not assign the Contract to a third party, without the prior written consent of the other Party. However, Flipsite may assign the Contract without the consent of the Client to a transferee, when assigning the ownership of Flipsites business assets or part thereof, or to a Flipsites affiliated company, and, for the avoidance of doubt, in merger or demerger. Flipsite may subcontract its duties. Flipsite shall be liable for the work of its subcontractors as for work of its own. Upon termination of the Contract, the provisions relating to title and Intellectual Property Rights, confidentiality, limitations of liability, warranty disclaimers and this clause “Miscellaneous” shall survive. Also, any other provisions which by their nature or wording contemplate effectiveness beyond the termination of the Contract, shall survive the termination. The Contract (including but not limited to the Terms) constitutes the complete agreement between the Parties with respect to the subject matter hereof and supersedes all previous proposals, marketing materials and other communications between the Parties with respect to the subject matter hereof. If any provision of the Contract is found to be contrary to law, the other provisions of the Contract will remain in force. The invalid provision shall be amended by the Parties, and the Contract shall be interpreted, so as to best accomplish the objectives of the original provision to the fullest extent allowed by law.
Flipsite shall not be liable for delays, defects or damages caused by factors due to an impediment beyond Flipsites reasonable control, which Flipsite cannot reasonably be deemed to have taken into account at the time of the conclusion of the Contract, and the consequences of which Flipsite could not reasonably have avoided or overcome. Such events of force majeure shall include, without being limited to, natural disasters, breakdown of electricity or networks, security attacks, failures in Internet or other public networks or data traffic, strikes and other labor disputes or acts of government. A labor dispute shall be considered a force majeure event also when Flipsite is the target or a party to such an action. The force majeure events suffered by Flipsites subcontractors are also deemed as force majeure events.
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