|
FLASHFIRST
Membership
Terms of Service
THIS MEMBERSHIP AGREEMENT (the "Agreement") is made between FLASHFIRST, LLC, a Virginia
corporation with offices located at 15405 John Marshall Highway, Haymarket, Virginia 20169
and the person(s) specified on the Member Profile (hereinafter called the "Member"),
with respect to Member's participation as a member of FLASHFIRST operated by FLASHFIRST, LLC
(hereinafter called the "Service"). FLASHFIRST reserves the right to prevent any person from
becoming a Member at its sole discretion for any reason.
-
The Service will initially consist of a
portfolio of benefits designed to make the Member's Internet experiences more valuable.
The benefits of the Service and any information provided to Member are subject to change
from time to time and without prior notice, and any services ordered are subject to
availability. Member may contact the Customer Service Department through the electronic
mail address or the toll-free phone number that appears on this Website in order to check
whether a particular benefit is available through the Service. FLASHFIRST may revise these
Terms of Service from time to time and Members will be bound by such revised terms. Members
are encouraged to regularly return to this website and review the Terms of Service for
any changes. The FLASHFIRST discount applied to the member's initial order placed with
the vendor is limited to a maximum discount of $50.00. Discount amount is based on the
discount offered at time of sign up. Member is limited to either one 50% discount or one
$20 discount (whichever is offered at time of sign up) per year.
- FLASHFIRST agrees
to make the Service available to the Member during the term of this Agreement; provided that
while FLASHFIRST intends to make the Service available to Member 24 hours a day, 7 days a week,
subject to scheduled maintenance shutdowns, there may be other times when the Service may not
be available. Accordingly, FLASHFIRST retains the right to make the Service unavailable from
time to time for any reason. MEMBER AGREES THAT FLASHFIRST SHALL NOT BE LIABLE FOR ANY DAMAGES
ARISING FROM ANY INTERRUPTION, SUSPENSION OR TERMINATION OF SERVICE AVAILABILITY OR DEFECTS
IN THE OPERATION OF THE SERVICE. Membership in the Service is not transferable. Member
agrees that the Service will be used only for his/her benefit. Any printed material and
software provided by FLASHFIRST is the exclusive property of FLASHFIRST and Member shall
have no right in such material or software other than the limited right to use such material
and software as provided in these Terms of Service. Member is responsible for all use of
this Service and will immediately notify FLASHFIRST of any unauthorized or improper use
of the Service membership. Member agrees to not publish, retransmit, broadcast or otherwise
reproduce the information or software in any medium. In order to use the Service and to
qualify for any benefit or premium associated with the Service, Member must be 18 years
or older and a resident of the U.S., Puerto Rico, the U.S. Virgin Islands or Canada
Member acknowledges that use of any particular benefit may be subject to additional terms
and conditions ("Product Specific Terms of Service") that Member will be required to agree
to prior to the provision of, or access to, any such benefit. Member's use of the Service
requires a user name and password in order to gain access and use the Service. Member agrees
to keep Member's user name and password private so that it cannot be used by others. FLASHFIRST
WILL NOT BE LIABLE FOR ANY DAMAGES, LOSSES OR EXPENSES SUFFERED BY MEMBER OR ANY THIRD PARTY
AS A RESULT OF ANY UNAUTHORIZED PERSON GAINING ACCESS TO ANY OF THE MEMBER ONLY AREAS.
- The monthly membership
fee of $9.99 is the amount to which Member agreed at the time of his or her enrollment
(the "Membership Fee"). The Membership Fee will be billed automatically to Member's designated
credit card or preferred card (each a "Billing Device") for the initial membership term and
each renewal term based on members anniversary date. FLASHFIRST may change the Membership Fee
for renewal terms from time to time. Member will be notified of the charge for the Membership
Fee in his/her Billing Device statement.
- This Agreement will commence immediately and will
conclude on the first day of the month following the Member's respective current term
(monthly, bi-monthly, quarterly, annual, or as appropriate) unless this Agreement is renewed
or terminated on the terms set out in this Agreement. Any time-related restrictions on
benefits will be calculated from Member's join date.
- UNLESS MEMBER NOTIFIES FLASHFIRST OF HIS/HER
INTENTION NOT TO RENEW THE MEMBERSHIP PRIOR TO RENEWAL BY VERBAL NOTICE LEFT VIA VOICEMAIL
MESSAGE ON THE CUSTOMER SERVICE DEPARTMENT'S VOICE MESSAGING SYSTEM (IF AVAILABLE), VIA A
LETTER (OFFLINE) TO THE CUSTOMER SERVICE DEPARTMENT, VIA AN ONLINE CANCEL CENTER (IF AVAILABLE)
OR VIA AN INTERACTIVE VOICE RESPONSE UNIT (IF AVAILABLE), THE MEMBERSHIP AND THIS AGREEMENT
WILL BE RENEWED AUTOMATICALLY, EFFECTIVE THE FIRST DAY FOLLOWING THE CONCLUSION OF THE
THEN-CURRENT TERM. MEMBER AUTHORIZES FLASHFIRST TO BILL THE MEMBERSHIP FEE FOR EACH RENEWAL
TERM TO THE BILLING DEVICE TO WHICH MEMBER'S INITIAL MEMBERSHIP FEE WAS BILLED OR TO THE
CURRENT BILLING DEVICE WHICH FLASHFIRST HAS IN ITS FILES FOR MEMBER.
- FLASHFIRST has the right to terminate this
Agreement and the membership in the Service at any time for any reason if FLASHFIRST refunds
to the Member the pro-rata amount of the Membership Fee paid for the then-current monthly term.
Moreover, FLASHFIRST has the right to terminate this Agreement if it is determined that the
Member provided an invalid credit card at the time he/she signed up. An invalid credit card
may include a lost or stolen card; a card that is not billable (a closed account or an account
over its spending limit, for example); or an invalid account number. MEMBER HAS THE RIGHT TO
CANCEL MEMBERSHIP IN THE SERVICE ANY TIME AFTER THE 14TH BUSINESS DAY OF ENROLLMENT IN THE
SERVICE. CANCELLATION IS EFFECTIVE UPON VERBAL NOTICE LEFT VIA A VOICEMAIL MESSAGE ON THE
CUSTOMER SERVICE DEPARTMENTS VOICE MESSAGING SYSTEM (IF AVAILABLE), VIA A LETTER (OFFLINE) TO
THE CUSTOMER SERVICE DEPARTMENT, VIA AN ONLINE CANCEL CENTER (IF AVAILABLE) OR VIA AN INTERACTIVE
VOICE RESPONSE UNIT (IF AVAILABLE). EXCEPT IN THE CASE OF SPECIAL MEMBERSHIP OFFERS WHERE REFUND
PROVISIONS WERE NOT SPECIFICALLY INCLUDED AT THE TIME OF ENROLLMENT. MEMBERS CANCELLING THE
FLASHFIRST PROGRAM AFTER THE FIRST TERM OF MEMBERSHIP AND AFTER THE RECURRING BILLING ANNIVERSARY
DATE OF MEMBERSHIP WILL NOT BE ENTITLED TO A PRO-RATA REFUND OF THE MEMBERSHIP FEE PAID FOR
THE THEN-CURRENT TERM. MEMBER WILL BE ENTITLED TO USE ANY BENEFITS OF THE SERVICE FOR THE
REMAINDER OF THE CURRENT TERM AND OWE NOTHING FURTHER. UNDER THE SPECIAL MEMBERSHIP OFFER,
NO REFUNDS WILL BE GRANTED DURING THE FIRST TERM OF MEMBERSHIP. The refund of the Membership
Fee, if any, will be made by FLASHFIRST by (1) crediting the canceling Member's Billing Device
to which Member's initial Membership Fee was billed or to the current Billing Device that
FLASHFIRST has in its files for Member or (2) issuing, or having issued, a check and mailing
it to the address indicated in the records from which the Member is billed. A canceling Member
choosing to receive a refund will not receive or be entitled to use any benefits or discounts
of the service after the cancellation date. A canceling member is prohibited from re-enrolling
in the service for at least twelve (12) months from the cancellation date.
Any Member receiving a full refund of the first month's membership fee by request or a
full refund of the first month's membership fee due to a credit card company dispute or
chargeback will have a full discount reversal for the FLASHFIRST discount received on the
original order. The charge will be applied to the Member's Billing Device to which Member's
initial order was billed or to the current Billing Device that FLASHFIRST has in its files
for Member. Member will receive a Welcome Letter via email to the email address provided by
the Member at time of sign up containing FLASHFIRST login information and information on the
FLASHFIRST Terms and Conditions.
- Member
acknowledges that, while FLASHFIRST may be the provider of some services, FLASHFIRST may not be
involved in actual transactions concerning some services that will be provided directly by third
party suppliers (each a "Supplier") to the Member. Member acknowledges that, in such circumstances,
FLASHFIRST has no control over the quality, safety, or legality of services advertised by
Suppliers, the truth or accuracy of the listings or the ability of Suppliers to sell services
and that orders placed by Members through the Service and communicated to Suppliers are offers
by Members to purchase services from such Suppliers. FLASHFIRST cannot and does not control
whether or not Suppliers will accept such offers or complete the sale of services they offer.
WITH RESPECT TO SERVICES PROVIDED BY SUPPLIERS, FLASHFIRST WILL HAVE NO LIABILITY TO MEMBER
ARISING OUT OF (I) THE FAILURE OF ANY PARTICIPATING SUPPLIER OF ANY SERVICES TO SUPPLY ANY SUCH
SERVICES ON THE TERMS OFFERED, (II) ANY DELAY IN DELIVERY OF ANY SERVICES, REGARDLESS OF THE
CAUSE OF SUCH DELAY, OR (III) ANY DEFECTIVE OR NONCONFORMING SERVICES.
MEMBER EXPRESSLY AGREES THAT USE OF THE SERVICE, AND ANY PRODUCT OF SERVICE ACQUIRED THROUGH
THE SERVICE, IS AT ITS SOLE RISK AND THAT THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE"
BASIS.
FLASHFIRST MAKES NO REPRESENTATIONS OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO
ANY SERVICES, INCLUDING THAT ANY SUCH SERVICES WILL MEET MEMBER'S REQUIREMENTS, AND MEMBER
ACKNOWLEDGES AND AGREES THAT OTHER THAN EXPRESSLY SET FORTH IN THIS AGREEMENT THERE ARE, WITH
RESPECT TO SERVICES, NO EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WHETHER ARISING BY USAGE OF TRADE, COURSE
OF DEALING, COURSE OF PERFORMANCE OR OTHERWISE. MEMBER ACKNOWLEDGES THAT HE/SHE IS NOT RELYING
ON FLASHFIRST'S SKILL OR JUDGEMENT IN SELECTING THE SERVICES AVAILABLE TO THE MEMBER.
FLASHFIRST WILL NOT IN ANY CIRCUMSTANCE IN ANY CONNECTION WITH THIS AGREEMENT, INCLUDING WITH
RESPECT TO ANY SERVICES, BE LIABLE FOR ANY SPECIAL, PUNITIVE, CONSEQUENTIAL, INCIDENTAL OR ANY
OTHER INDIRECT DAMAGES WHATSOEVER, INCLUDING ATTORNEY'S FEES OR COSTS OR ANY OTHER ECONOMIC LOSS
WHATSOEVER, HOWEVER CAUSED AND WHETHER OR NOT FORSEEABLE, OR FOR CONTRIBUTION OR INDEMNITY IN
RESPECT THEREOF, EVEN IF FLASHFIRST HAS BEEN INFORMED IN ADVANCE OR OUGHT REASONABLY TO HAVE
KNOWN OF THE POTENTIAL FOR SUCH DAMAGES.
THE ENTIRE LIABILTY OF FLASHFIRST, AND THE EXCLUSIVE RECOURSE OF THE MEMBER, IN THE EVENT OF
ANY CLAIM(S) FOR WHICH FLASHFIRST MAY PROPERLY BE HELD LIABLE UNDER AND IN ANY CONNECTION WITH
THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION OR BASIS OF LIABILITY (INCLUDING STATUE,
CONTRACT, TORT, NEGLIGENCE, GROSS NEGLIGENCE, STRICT LIABILITY, BREACH OF A FUNDAMENTAL TERM),
SHALL BE LIMITED IN THE AGGREGATE (REGARDLESS OF THE NUMBER OF CLAIMS), TO THE ACTUAL
PROVEN DIRECT DAMAGES SUFFERED BY THE MEMBER AND SHALL NOT EXCEED THE MEMBERSHIP FEES PAID OVER
THE PRIOR 12-MONTH PERIOD, INCLUDING AWARDED COUNSEL FEES AND COSTS. NO LEGAL ACTION OR PROCEEDING
ARISING OUT OF THIS AGREEMENT, REGARDLESS OF FORM OR BASIS IN LAW, MAY BE BROUGHT BY THE MEMBER
AGAINST FLASHFIRST MORE THAN TWELVE (12) MONTHS AFTER THE FACTS GIVING RISE TO THE CAUSE OF
ACTION HAVE OCCURRED, REGARDLESS OF WHETHER THOSE FACTS BY THAT TIME ARE KNOWN TO, OR OUGHT
REASONABLY TO HAVE BEEN DISCOVERED BY, THE MEMBER. THE LIMITATION OF LIABILITY PROVISIONS OF
THIS AGREEMENT REFLECT AN INFORMED VOLUNTARY ALLOCATION OF THE RISKS (KNOWN AND UNKNOWN) THAT
MAY EXIST IN CONNECTION WITH THE PERFORMANCE BY FLASHFIRST OF ITS OBLIGATIONS AND
RESPONSIBILITIES HEREUNDER AND SUCH VOLUNTARY RISK ALLOCATION REPRESENTS A MATERIAL PART OF THE
AGREEMENT REACHED BETWEEN THE MEMBER AND FLASHFIRST IN RESPECT OF THE SERVICE.
IF MEMBER IS NOT SATISFIED WITH ANY SERVICE PURCHASED OR OBTAINED FROM A SUPPLIER THROUGH THE
SERVICE, INCLUDING IN THE EVENT THAT MEMBER HAS A DISPUTE WITH ONE OR MORE SUPPLIERS, FLASHFIRST
HEREBY DISCLAIMS AND MEMBER HEREBY WAIVES ANY RECOURSE TO OR AGAINST FLASHFIRST AND AGREES TO
RELEASE AND INDEMNIFY FLASHFIRST FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, DAMAGES, LOSSES,
COSTS AND EXPENSES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED,
DISCLOSED AND UNDISCLOSED, SUFFERED OR INCURRED BY MEMBER DUE TO, ARISING OUT OF OR IN ANY WAY
CONNECTED WITH SUCH DISPUTES WITH SUPPLIERS.
- Member hereby authorizes FLASHFIRST to deliver
any and all communications ("Communications"), including but not limited to membership
information, procedures on use of the Service, changes in Service benefits, and change in fee
to Member's electronic mail address or mailing address at FLASHFIRST's discretion and by any
other reasonable means. Member further authorizes FLASHFIRST to deliver any Communication by
sending in lieu of such Communication (the "Underlying Communication"), a notice that directs
Member to an address on the World Wide Web ("Web") where the Underlying Communication is posted.
Member agrees that the sending of a notice of delivery by Web posting shall constitute delivery
whether or not Member actually accesses the Underlying Communication via the Web. Member agrees
that he/she will not, for any reason, alter any Communication delivered electronically or
otherwise. FLASHFIRST does not guarantee Web access, however FLASHFIRST offers Member various
ways of accessing its customer service staff.
- All sales, use and withholding taxes, if any, due
and payable on the Service or any benefit will be paid by Member or the Supplier, as the case
may be, and FLASHFIRST will have no liability for such taxes. However, if FLASHFIRST or any
taxing authority determines at any time that it is necessary for FLASHFIRST to collect such
taxes, Member authorizes FLASHFIRST to bill the amount of such taxes, including back taxes, to
the Billing Device to which Member's initial Membership Fee was billed or the current Billing
Device which FLASHFIRST has in its files for Member.
- In order to provide the Service to
Member FLASHFIRST must collect and use and, in some cases provide to third parties, certain
personal information provided by Member and you hereby consent to the collection, use and
disclosure of such personal information in accordance with and subject to the terms of our
Privacy Policy.
- This Agreement, any Product Specific
Terms of Service and the Offer Details is the entire understanding and agreement of the parties
with respect to the subject matter hereof and will supersede any and all prior oral or written
communications, representations or agreements, other than with respect to the initial Membership
Fee and membership term to which Member agreed at the time of his or her enrollment.
- If any of the terms or provisions hereof will be held
to be invalid or unenforceable, the remaining terms and provisions hereof will not be affected
thereby. FLASHFIRST's failure to insist upon or enforce strict performance of any right or
provision of this Agreement shall not constitute or be construed as a waiver of any right or
provision.
- Member must notify FLASHFIRST of any change to his/her
address, electronic mail address and/or Billing Device. The address, electronic mail address and
the toll-free phone number for the Service's Customer Service Department are available on the
Website.
- This Agreement may be assigned in whole or in part
by FLASHFIRST at any time in its discretion. This Agreement may not be assigned by Member
- This Agreement will be governed by
and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its
choice of law principles. Member agrees to settle any disputes regarding Supplier products
directly with the applicable Supplier and the applicable Product Specific Terms of Service, and
not involve FLASHFIRST in a dispute between Member and a Supplier. With respect to any disputes
between FLASHFIRST and Member concerning the Service or any FLASHFIRST supplied services, or with
respect to disputes involving all of FLASHFIRST, Member and a Supplier, FLASHFIRST and Member
herby agree to irrevocably submit to the resolution of any such dispute to binding arbitration
in the Commonwealth of Virginia administered by the American Arbitration Association under its
Commercial Arbitration Rules then in effect. Nothing herein will deprive Member of the benefits
of any applicable consumer protection laws, except to the extent lawfully waived by the terms
hereof. Payment of the Membership Fee or acceptance or use of any of the benefits or services of
the Service will constitute the Member's acceptance of all of the terms and conditions of this
Agreement.
This service is provided by FLASHFIRST, LLC.
|
