×

End User License Agreement and Terms of Use

Last modified: April 24, 2020

This End User License Agreement and Terms of Use (“EULA”) are a binding agreement between you (“you,” or “your”) and PHLY, LLC, a Delaware limited liability company (”PHLY”). This EULA governs your use of the FLYY mobile app and its content (collectively, the “App”). The App is licensed, not sold, to you.

BY DOWNLOADING OR USING THE APP, YOU: (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS EULA; (B) REPRESENT THAT YOU ARE AT LEAST SIXTEEN (16) YEARS OF AGE; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD OR USE THE APP, AND DELETE IT FROM YOUR MOBILE DEVICE.

1. License Grant. PHLY hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable, license to download, install, and use the App for your personal use only strictly in accordance with this EULA and the Acceptable Use Policy available at https://flyy.life/aup, which is incorporated herein by reference;

2. License Restrictions. Licensee shall not:

  • (a) copy the App, except as expressly permitted by this license;
  • (b) modify, translate, adapt, or otherwise create derivative works of the App;
  • (c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the App or any part thereof;
  • (d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the App, including any copy thereof;
  • (e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the App, or any features or functionality of the App, to any third party for any reason, including by making the App available on a network where it is capable of being accessed by more than one device at any time; or
  • (f) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the App; or
  • (g) use the App in violation of any applicable federal, state, local, or foreign law, regulation or rule; or
  • (h) use the App for purposes of competitive analysis of the App, the development of a competing App product or service or any other purpose that is to the PHLY’s
    commercial disadvantage.

3. Reservation of Rights. You acknowledge and agree that the App is provided under license, and not sold, to you. You do not acquire any ownership interest in the App under this EULA, or any other rights thereto other than to use the App in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this EULA. PHLY and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the App and its contents, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this EULA.

4. User Contributions. The App may contain message boards, chat rooms, personal and business web pages or profiles, forums, bulletin boards, event and promotional listings, and other interactive features that allow users to post, submit, publish, display, or transmit to other users (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the App. All User Contributions must comply with our Acceptable Use Policy. By providing any User Contribution on the App, you grant us and our licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material according to your account settings.

You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our service providers, and each of their and our respective licensees, successors, and assigns.
  • All of your User Contributions do and will comply with this EULA and our Acceptable Use Policy.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not PHLY, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the App.

5. Reliance on Information Posted. The App provides sales alerts, promotional offers, discounts, coupons, and other information posted by other users of the App and by other third parties. All information presented on or through the App is made available solely for general informational purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other user of the App, or by anyone who may be informed of any of its contents. This App includes content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, merchants, and advertisers. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

6. Collection and Use of Your Information. You acknowledge that when you download, install, or use the App, PHLY may use automatic means (including, for example, cookies and web beacons) to collect information about your mobile device and about your use of the App. You also may be required to provide certain information about yourself as a condition to using App or certain of its features or functionality. It is a condition of your use of the App that all the registration information you provide is correct, current, and complete. The App may also provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this App is subject to our Privacy Policy, available at https://flyy.life/privacy. By downloading, installing, using, and providing information to or through this App, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. If you choose a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity.

7. Geographic Restrictions. The App is provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the App’s content and functionality outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Content and Apps from outside the United States, you are responsible for compliance with local laws.

8. Updates. PHLY may from time to time in its sole discretion develop and provide App updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that PHLY has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your mobile device settings, when your mobile device is connected to the internet either:

  • (a) the App will automatically download and install all available Updates; or
  • (b) you may receive notice of or be prompted to download and install available Updates.

You acknowledge that the App or portions thereof may not properly operate should you fail to do to promptly download and install all Updates. You further agree that all Updates will be deemed part of the App and be subject to all terms and conditions of this EULA.

9. Third-Party Materials. The App may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that PHLY is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. PHLY does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

10. Feedback. If you provide us with suggestions for improvement or other feedback regarding the App, its features or functionality, or any content, products, or services offered through the App, whether such feedback is provided via email, within the App itself, or via any other method of communication (including without limitation as part of a support request), you grant us a worldwide, perpetual, royalty-free, irrevocable license and permission to use, implement, copy, distribute, publicly display, publicly perform, and create derivative works based on your feedback, without attribution or compensation.

11. Term and Termination. The term of this EULA commences when you download the App and will continue in effect until terminated by you or PHLY as set forth in this paragraph. You may terminate this EULA by deleting the App and all copies thereof from your mobile devices. PHLY may terminate this EULA at any time without notice if it ceases to support the App, which PHLY may do in its sole discretion. In addition, this EULA will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this EULA. Upon termination, all rights granted to you under this EULA will also terminate; and you must cease all use of the App and delete all copies of the App from your mobile devices. Termination will not limit any of PHLY’s rights or remedies at law or in equity.

12. Disclaimer of Warranties. THE APP IS PROVIDED TO YOU “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, PHLY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APP, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, PHLY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APP WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

13. Limitations of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL PHLY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APP OR THE CONTENT AND SERVICES FOR:

  • (a) PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES;
  • (b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED ONE THOUSAND U.S. DOLLARS (U.S. $1,000.00).

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR PHLY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

14. Indemnification. You agree to indemnify, defend, and hold harmless PHLY and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the App or your breach of this EULA or the Acceptable Use Policy, including but not limited to the content you submit or make available through this App.

15. Severability. If any provision of this EULA is illegal or unenforceable under applicable law, the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this EULA will continue in full force and effect.

16. Governing Law. This EULA is governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this EULA or the App shall be instituted exclusively in the federal or state courts located in the State of Delaware. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

17. Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS EULA OR THE APP MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

18. Entire Agreement. This EULA, the Acceptable Use Policy, and our Privacy Policy, and any terms or policies incorporated therein, constitute the entire agreement between you and PHLY with respect to the App and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the App.

19. Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this EULA and any applicable purchase or other terms, the terms of this EULA shall govern.

20. Changes to this EULA. We may revise and update this EULA from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the App thereafter. However, any changes to the dispute resolution provisions set out in Governing Law will not apply to any disputes for which the parties have actual notice on or before the date the change is posted. Your continued use of the App following the posting of revised EULA means that you accept and agree to the changes. If we make significant changes to this EULA that could materially impact your rights and obligations, we will notify you by email at the primary email address associated with your account. You are also expected to check this EULA from time to time so you are aware of any changes, as they are binding on you.