General terms and conditions of sale
The Application allows the Merchant to display its business (hereinafter the “Business“), its products and/or its services to local consumers (hereinafter the “Users“).
By purchasing a Subscription, the Merchant agrees to the present Terms and Conditions and to FlipNpik’s usage terms. The Merchant is responsible for regularly reviewing these Terms and Conditions to be aware of any updates made by FlipNpik.
2. GENERAL CONDITIONS
2.1. Annual Membership – All FlipNpik memberships are offered on an annual basis, except for occasional promotional offers which may be offered by FlipNpik for shorter periods. The fees quoted and accepted by the Merchant at the time of subscription are due in full on the date of acceptance. FlipNpik reserves the right to offer the Merchant the option of monthly payments of its subscription. Despite a monthly payment option, all fees related to the subscription are still due in full once the subscription is confirmed by the Merchant.
2.2. Surprise Box – Any Merchant who retains a Subscription with FlipNpik must provide a predetermined number of promotional offers to be included in the “Surprise Box” of the Application. FlipNpik reserves the right to determine the eligibility of these promotional offers. The Merchant shall honor the promotional offer until the expiration date agreed upon with FlipNpik and indicated on the offer, subject to the specific terms and conditions mentioned in the offer.
2.3. Discounts – FlipNpik reserves the right to offer discounts, freebies or other promotions to Merchants, especially for those who use subscriptions for multiple businesses on the Application. These discounts are entirely discretionary and may be withdrawn at any time, at FlipNpik’s sole discretion.
2.4. Trial Period – In the event that the Merchant is granted access to the Application through an initial trial period at no charge, the duration of such period will be specified at the time of Merchant’s registration. FlipNpik may terminate the trial period at any time, without notice, in its sole discretion, including if the Merchant fails to comply with any of these terms.
2.5. Basic Features – All Subscriptions, including the free version of the Application, include the following basic features:
2.5.1. A merchant profile page offering visibility to Users, who are rewarded to promote the Merchants
2.5.2. Access for each User to a surprise box containing promotional offers, including the Merchant’s promotional offers, to attract new customers and retain existing customers.
2.5.3. Access to a dashboard containing important User statistics related to the Merchant’s account.
FlipNpik may, at any time, without notice and in its sole discretion, remove basic features, or decide that any of these features will instead be included in a paid Subscription.
2.6. Paid Features – FlipNpik may offer, via paid Subscriptions, any of the following features, all as confirmed at the time of Subscription:
2.6.1. Assistance to the Merchant to claim ownership of its page on the Application
2.6.2. Periodic claim of community-generated content on the merchant page
2.6.3. Weekly update of the merchant information
2.6.4. Publication of photographs or images on the Application according to the number and frequency provided for in the Subscription
2.6.5. Assistance in creating a unique and attractive offer for the Application’s surprise box
2.6.6. Monitoring and optimizing the performance of the Merchant’s promotional offer.
2.6.7. Promotion of the promotional offer and/or the Business to FlipNpik’s ambassadors and community, via its ecosystem, website and social media.
2.6.8. Creation of a commercial page and appearance on an interactive map
3. PAYMENT CONDITIONS
3.1. Subscriptions – Services, products and access to the Application are offered by FlipNpik as subscriptions for the term specified at the time of payment. Merchant may add add-ons during a subscription period, prorated for the remaining term of the subscription in progress at the time the add-ons are added.
3.2. Payments – The Merchant authorizes FlipNpik to process payments under the Subscription and selected add-ons at the then current rates, including additional charges such as taxes, fees and/or transaction fees. FlipNpik reserves the right to change its rates upon thirty (30) days notice to the Merchant. Any recurring or one-time payments to FlipNpik may be made via the payment methods then accepted by FlipNpik, which reserves the right to change the options offered without notice.
3.3. Refunds – Subscriptions are billed and paid in advance. Sales are final and no refund or credit can be claimed from FlipNpik on payments made for the Subscription, even if the Merchant chooses a longer subscription term and wishes to change it later.
3.4. Renewal – All Subscriptions automatically renew upon expiration. FlipNpik reserves the right to change its pricing upon renewal of the Subscription by providing notice to the Merchant at least ten (10) days prior to the renewal date.
3.5. Cancellation – Merchant is responsible for cancelling any Subscription prior to its automatic renewal date by sending an email to email@example.com, failing which the next payment due will be automatically processed by the payment method provided. No additional fees will be charged once the initial Subscription has expired if the Merchant proceeds to cancel its Subscription in a timely manner. Cancellation of payment will result in termination of the Merchant’s Subscription.
3.6. Account Closure – If the Merchant deletes their account or has not used their account for more than 3 years, their account, information and user content may be deleted by FlipNpik. However, the Merchant’s page remains the property of FlipNpik who may, at its discretion, retain or delete the page.
4. INTELLECTUAL PROPERTY
FlipNpik and other names, logos and icons found on the Application are the intellectual property of FlipNpik. No Subscription shall be construed as granting the Merchant any right to use FlipNpik’s intellectual property.
The Merchant may not modify, copy, reproduce, publish, transfer or sell any content of the Application without the written permission of FlipNpik.
The Merchant remains the owner of the intellectual property rights on the content he publishes on the Application. However, the Merchant grants FlipNpik a free, non-exclusive and perpetual license to use, publish, reproduce, distribute and promote such content, including the right to copy and display, in whole or in part, the content on the Application.
5. ACCOUNT AND PASSWORDS
The Merchant is responsible for maintaining the confidentiality of his username and password. FlipNpik cannot be held responsible for any unauthorized use of a Merchant’s account if the Merchant’s login information is lost. In case of loss of login information, the Merchant must contact FlipNpik by email as soon as possible in order to retrieve it. FlipNpik reserves the right to request any relevant information to confirm the identity of the Merchant.
FlipNpik reserves the right to withdraw the access rights and/or login details of a Merchant who contravenes these Terms and Conditions.
Except as set forth in this section, FlipNpik makes no warranties, express or implied, by operation of law or otherwise, including, but not limited to, any warranties as to the results or impressions received by the Merchant under a Subscription.
Merchant agrees not to attempt to resell, assign or otherwise transfer to a third party the Subscription sold hereunder.
Merchant represents and warrants to FlipNpik that it is acquiring the Subscription strictly for its own business use and that the Subscription is not for resale in any form.
FlipNpik authorizes the Merchant to establish a hyperlink to FlipNpik’s website, the Merchant’s page on the Application or the Application directly. In such a case, FlipNpik grants a free, limited, non-exclusive and non-transferable license to the Merchant to use FlipNpik’s intellectual property, solely for the purpose of creating such hyperlinks.
Specifically, Merchant agrees not to:
– Suggest that FlipNpik recommends, directly or indirectly, the Business, the Merchant or its products and services.
– Pretend to be an affiliate or other business relationship between the Merchant and FlipNpik.
– Misrepresent the relationship between the Merchant and FlipNpik, or the services offered by FlipNpik
FlipNpik reserves the right to terminate, at its sole discretion, the license to its intellectual property and/or the right to establish a hyperlink, in which case the Merchant shall promptly remove all such hyperlinks.
8. LIMITATION OF LIABILITY, CLAIMS AND INDEMNIFICATION
FlipNpik shall not be liable for any special, indirect or consequential damages for any breach of its obligations under this Agreement, including, but not limited to, loss of profits or revenue, business interruption or disruption of supply to a Merchant.
Furthermore, FlipNpik has no obligation of results as to the visibility and/or impressions offered to the Merchant, who is the only one responsible for feeding the page of his Business with the necessary content so that the Users are inclined to visit his page and share the content related to his Business.
FlipNpik reserves the right to allow Users to post content, reviews and ratings on the Business and/or the Merchant. FlipNpik shall not be responsible for any reviews posted on the Application. The Merchant agrees not to encourage any person to submit a false, illegitimate or misleading review.
The Merchant is solely responsible for the private or public content it shares on the Application. Merchant may not use the Application for any purpose other than that set forth in its Subscription or in a manner that exceeds the limitations set forth therein.
FlipNpik reserves the right to remove, at its sole discretion, any content deemed inappropriate or contrary to its policies, and cannot be held responsible for any damages resulting from the posting of content on the Application. Due to the quantity and speed of transmission of such content, FlipNpik cannot guarantee the removal of appropriate content and has only a right of review, not an obligation to moderate.
The Merchant agrees to hold FlipNpik harmless for any damage caused as a result of its publication of content on the Application.
FlipNpik may terminate a Subscription without delay by giving written notice to the Merchant upon the occurrence of any of the following events:
– If the Merchant commits any breach of any term of the Terms and Conditions; or
– If the Merchant is subject to any insolvency or bankruptcy proceedings, or if a liquidator or administrator is appointed for any part of its property, or if it is subject to similar proceedings under any foreign law.
Merchant may not assign this Agreement without the prior written consent of FlipNpik. However, FlipNpik may assign the Agreement to any third party without the prior written consent of the Merchant. In the event of an assignment by FlipNpik, FlipNpik shall give simple written notice to the Merchant within a reasonable delay.
12. MODIFICATIONS AND DISSOCIABILITY
This contract constitutes the entire agreement between the parties and supersedes any other oral or written agreement made prior to its execution. Any additions or modifications to this agreement must be made in writing.
If any provision of the Agreement is held to be invalid or unenforceable, such provision shall, where possible, be so construed, limited or, if necessary, severed as to eliminate such invalidity or unenforceability, and all other provisions of the Agreement shall remain in full force and effect and shall continue to be binding upon the parties.
13. LAW AND ARBITRATION
The Agreement shall be construed and enforced in accordance with the applicable laws of the Province of Quebec. The parties shall meet and negotiate in good faith to resolve any dispute arising out of this Agreement. If the dispute cannot be resolved by good faith negotiation between the parties within a reasonable period of time, the dispute shall be finally resolved by arbitration to the exclusion of the courts of general jurisdiction. The arbitration shall take place in Montreal, Quebec, Canada, unless the parties agree otherwise. Notwithstanding the foregoing, the United Nations Convention on Contracts for the International Sale of Goods is excluded, and no law enacting said Convention shall apply to this Agreement.
If you have any questions about these Terms and Conditions, please contact FlipNpik using one of the following methods:
Geekco Technologies Inc.
T: 514 558-8752 | firstname.lastname@example.org
2021, Geekco Technologies Inc.
Last update: June 2021