Terms of Service
Eligibility. You represent and warrant that you are least twenty-one (21) years of age. In no event shall anyone under the age of twenty-one (21) years of age use the Flux App. You may never use the Flux App for the benefit of any ineligible third party. We may refuse to register any person and may change the eligibility criteria to use the Flux App at any time, in our sole discretion.
Registration. To use the Flux App, you must register for an account with us (an “Account”) by following the instructions provided by the Flux App and providing the requested user information (i.e., name, mobile phone number, email address, date of birth, and credit card information) (“User Information”). You represent and warrant that all User Information you provide in connection with registering your Account is complete and accurate. You also agree to update your Account as and when necessary to maintain the most current User Information. You acknowledge and agree that you may never use another Flux App user’s Account without their prior approval.
Modification. Flux reserves the right to modify any of the terms and conditions contained in these Terms of Service, at any time, in our sole discretion. We will notify you of any such modifications by posting a notice within the Flux App that will appear when you log in to your Account promptly following any such modification. Any such changes to these Terms of Service will become effective immediately and your continued use of the Flux App following such notification will be deemed as confirmation of your acceptance of such changes.
Purchases. By using the Flux App, you have the option of paying a fixed fee to obtain immediate admission to some of the most popular bars, clubs and other participating venues (each, a “Venue”) in your city. To make an admission purchase for a particular Venue (a “Purchase”), you will launch the Flux App, search the list of Venues provided, select the Venue of your choice, indicate how many members of your party will be included in your Purchase, and submit your Purchase request. Upon verification of the credit card information linked to your Account, a purchase confirmation (a “Purchase Pass”) will appear on your Flux App screen. Purchase prices will vary depending on Venue. You will have the ability to view the particular Venue’s Purchase price before confirming your Purchase.
Billing. As part of the registration process, we will request that you input your credit card information, which will be linked to your Account and used for subsequent Purchases until such time that you change or remove such credit card information from your Account. Flux uses a third party payment processing service (the “Payment Service”) to bill your credit card for any Purchases made through your Account. You acknowledge and agree that Flux shall not be responsible for errors made by the Payment Service, and that the processing of Purchases will be subject to such Payment Service’s terms and conditions.
Timing Policy. Once you have made a successful Purchase, you will have FORTY-FIVE MINUTES to arrive at the particular Venue. A countdown timer will appear on the Flux App screen to advise you on how much time is remaining. Upon arrival, you must present the Purchase Pass to the applicable Venue representative responsible for admitting patrons to the Venue. If you do not arrive at the Venue within the 45-minute period (a “No Show Event”), you AUTOMATICALLY FORFEIT YOUR PURCHASE AND WILL NOT RECEIVE A REFUND (as defined below). An excessive amount of No-Shows associated with your Account may result in the suspension or termination of your Account by Flux.
Refunds. When you make a Purchase through the Flux App, you agree to adhere to the Timing Policy described in Section 6 above. As stated above, a Purchase which does not result in admission to the Venue based on a No Show Event does not qualify for a refund of your Purchase (a “Refund”). In the event you are denied access to a Venue for a reason other than a No Show Event or a violation of a Venue Code (as defined below) (e.g., if such Venue has reached its capacity limit), you may request a Refund through the Flux App, stating the reason for the unsuccessful Purchase. Flux reserves the right to deny any such Refund request in its sole discretion. In no event will Flux offer a Refund for users and/or those members of a particular user’s party who are denied access to a Venue for being under twenty-one (21) years of age, in violation of these Terms of Service.
User Content; Grant of Rights.
In addition to your User Information, you may post materials, data, text, photographs and/or other information in connection with your Account (“User Content”). You acknowledge and agree that you are solely responsible for the User Content you share. You agree not to post, upload, transmit, publish or otherwise distribute through the Flux App any of the following User Content: (i) obscene, pornographic, indecent, vulgar, violent, harassing, discriminatory, defamatory or libelous materials; (ii) any materials that may infringe on any intellectual property rights, including, without limitation, trademarks, copyrights, patents, and trade secrets, or any materials in violation of any rights of privacy or publicity; (iii) any materials that violate any local, state, or federal law or regulation; (iv) materials containing viruses or destructive code; or (v) any unsolicited promotional materials (SPAM).
You acknowledge and agree that Flux may collect and store personal and technical information in connection with your use of the Flux App, including, without limitation, the User Information and technical information about your mobile device and operating system, to maintain the effective operation of the Flux App and to allow Flux App customer support to assist you, if necessary.
Subject to the terms and conditions contained in these Terms of Services, Flux grants you a non-exclusive, non-transferable, revocable license to use the Flux App (including any updated versions of the Flux App, unless provided otherwise) on your mobile device. Flux expressly reserves all proprietary rights in and to the Flux App.
You hereby agree that you are solely responsible for your conduct in connection with your use of the Flux App. In connection with your use of the Flux App, you further agree not to engage in any of the following prohibited activities: (i) interfere with or inhibit the use of the Flux App by other users; (ii) threaten, intimidate, or otherwise harass other Flux App users; (iii) use the Flux App for commercial purposes for yourself and/or third parties (e.g., selling, or attempting to sell your Purchases to others, etc.); (iv) create an account using an alter-ego or by impersonating a third party, or create any other false account; (v) create an account if you are under twenty-one (21) years of age; (vi) copy, reverse engineer, or attempt to derive the source code of any part of the Flux App; (vii) remove or alter any copyright and/or trademark notice that appears on or is contained in the Flux App; or (viii) use the Flux App in a manner that would violate any of the terms and conditions contained in these Terms of Service. Violation of the foregoing restrictions will result in immediate termination of your Account, and may potentially subject you to prosecution for infringement of intellectual property rights.
You hereby acknowledge that each Venue has its own dress code and code of conduct for its patrons (the “Venue Code”). In the event you arrive at a Venue and are denied access because of your violation of the Venue Code, you may NOT request a Refund.
Carrier Charges. You acknowledge that the Flux App requires and uses your mobile phone service, data access and SMS text messaging. Please note that depending on your mobile phone carrier plan, additional fees for use of such services may apply, and you hereby acknowledge and agree that you are solely responsible for the payment of any such fees.
Electronic Communications. By providing your email address and mobile phone number when registering your Account, you acknowledge and agree that you are consenting to receive communications from us electronically (whether by e-mail or SMS text messages). You further acknowledge and agree that any communications from us sent electronically satisfy the legal notice requirements provided in these Terms of Services.
Third Party Servicers; Release. You may have contact or other interaction with third parties in connection with your use of the Flux App and your entry to the Venues (the “Third Party Servicers”). You hereby acknowledge and agree that you are proceeding at your own risk and any such Third Party Servicers are not under the control of Flux. Furthermore, you acknowledge that the Venues are independent contractors of Flux for the purpose of providing entry to such Venues, and are not agents or employees of Flux. Flux shall be in no way responsible or liable for any acts, omissions, breaches, representations or warranties made by any such Third Party Servicers, or for any losses, injuries, or other damages you incur in connection with your contact or other interaction with such Third Party Servicers (“Third Party Claims”). YOU HEREBY RELEASE FLUX, OUR OFFICERS, EMPLOYEES, AGENTS, AND MEMBERS FROM ANY AND ALL SUCH THIRD PARTY CLAIMS.
THE FLUX APP IS PROVIDED “AS IS”, “AS AVAILABLE”, AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES THAT MAY BE IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED. YOUR USE OF THE FLUX APP IS SOLELY AT YOUR OWN RISK.
You also hereby waive all rights under California Civil Code Section 1542, if applicable, or any other similar law of any jurisdiction, which provides that a general release does not extend to claims for which the “creditor” does not know or suspect to exist in his favor at the time of executing the release, which if known by him at such time, must have materially affected his settlement with “debtor”.
Unlawful Activity. Flux reserves the right to investigate complaints it receives in connection with your use of the Flux App. Without limiting the generality of the foregoing, Flux may report any suspected illegal activity to law enforcement officials and regulatory bodies, and in doing so, may disclose any relevant information to such officials and/or regulators, including, without limitation, your User Information, IP address(es), and your Flux App usage history.
Indemnification. You agree to indemnify, defend and hold Flux and its parents, affiliates, employees, officers and members harmless from and against any losses, costs, liabilities, settlements, fines, payments or damages (including reasonable attorneys’ fees and costs) (“Loss”) resulting from any claim, suit or proceeding, threatened or otherwise, at law or in equity (“Claim”) made or brought against us, and caused by, arising out of, resulting from, or in any way attributable to: (i) your User Information; (ii) your User Content; (iii) your violation of these Terms of Service; or (iv) your violation of the rights of any third parties.
Limitation of Liability. FLUX SHALL NOT BE LIABLE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY OR OTHERWISE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOST OF DATA, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE FLUX APP, EVEN IF FLUX HAS KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL FLUX’S AGGREGATE LIABILITY UNDER THESE TERMS OF SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE FLUX APP EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00).
Termination. Flux reserves the right to terminate your Account and access to the Flux App at any time, with or without cause or notice, and which shall be effective immediately. If you wish to terminate your Account, you may do so by sending us a request by email to the following email address: email@example.com. You acknowledge and agree that any Purchases made hereunder, and which have not expired, before such termination are non-refundable. Sections 12-17 of these Terms of Service shall survive any such termination.
Severability. In the event that any provision of these Terms of Service is declared void or unenforceable, such provision shall be deemed severed from these Terms of Service, and these Terms of Service shall otherwise remain in full force and effect unless its purpose cannot be effected absent the severed provision.
Governing Law and Venue. These Terms of Service and all issues collateral thereto shall be governed and construed in accordance with the laws of the State of New York pertaining to contracts made and to be performed entirely therein and without regard to its conflict of laws policy. You hereby agree that any dispute arising under or in connection with these Terms of Services shall be governed by the exclusive jurisdiction and venue of the Federal and state courts of the County of New York, State of New York.
Entire Agreement. These Terms of Service constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all prior agreements, whether written or oral.
Notices. Unless otherwise specified to the contrary herein, all notices due under these Terms of Service shall be in writing and shall be deemed to have been made or given when any such notice is received, if personally delivered or sent by certified or registered mail; when receipt is electronically confirmed, if sent by facsimile or email; or the day after it is sent, if sent for next day delivery by a recognized overnight courier service. Electronic notices shall be sent to the following email address: Jamie@fluxapp.nyc.
Assignment. These Terms of Service are personal to you and your Account. You may not assign these Terms of Service without the prior written consent of Flux. Flux may assign any of its rights and delegate any of its duties hereunder at any time, without your consent, in its sole discretion.
Relationship of the Parties. Nothing contained herein will be construed as creating any relationship of employer/employee, partnership, agency, joint venture, or otherwise between you and Flux, nor will these Terms of Service be construed as conferring on any party any express or implied right, power, or authority to enter into any agreement or commitment, express or implied, or to incur any obligation or liability on behalf of the other party.
Waiver. Any waiver of either party’s rights hereunder must be in writing. No waiver by either party of any breach or default of any of the provisions contained in these Terms of Service and required to be performed by the other party shall be construed as a waiver of any succeeding breach of the same or of any other provision.