Last updated: January 17, 2022
Welcome, and thank you for your interest in the Flower Company ("Flower Co.," "we," or "us") and our website at flowercompany.com, along with our related websites and other services provided by us, that allows us to operate our order taking and scheduling system (collectively, the "Service(s)") for cannabis products ("Product(s)"). Flower Co. gives you the option to sign up for one of its membership tiers, including Flower Co.'s paid subscription membership with additional membership benefits described in these Terms ("Paid Members") or use the Services and order Products without a subscription (and without the Paid Member benefits) as a general member ("General Members"). Paid Members and General Members, as well as any individuals who use our Services, are collectively "Users." These Terms of Service are a legally binding contract between you and Flower Co. regarding your use of the Service, your membership (if applicable) and the purchase of Products.
EVERYDAY LANGUAGE SUMMARIES ARE PROVIDED FOR CONVENIENCE ONLY AND APPEAR IN BOLD NEXT TO EACH SECTION, BUT THESE SUMMARIES ARE NOT LEGALLY BINDING. PLEASE READ THESE TERMS OF SERVICE, INCLUDING ANY DOCUMENT REFERRED TO IN THESE TERMS OF SERVICE, FOR THE COMPLETE PICTURE OF YOUR LEGAL REQUIREMENTS. BE SURE TO OCCASIONALLY CHECK BACK FOR UPDATES.
BY CLICKING, ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND AGREE TO BE BOUND BY, THE FOLLOWING TERMS OF SERVICE, INCLUDING Flower Co.'S PRIVACY POLICY (TOGETHER, THE "TERMS"). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE.
1. Flower Co. Services and Membership.
1.1. Service Overview. Flower Co. is a technology platform that connects users with sellers of Products. Flower Co. receives orders from Users and routes the orders to one or more Product distributors/retailers who provide the ordered products to one or more delivery service companies selected by each distributor. We reserve the right, in our sole discretion, (i) not to provide Services; (ii) to cancel or suspend memberships or reject membership applications; and (iii) not to deliver Products to certain Users.
1.2. Membership
A. If you apply for membership and become a Member, you are eligible to receive certain member benefits. Current membership pricing and membership lengths can be found on our pricing page and may be changed at any time in Flower Co.'s sole discretion. Although you may cancel your membership at any time by sending us an email at hello@flowercompany.com, there are no refunds for membership fees.
B. You have an option of signing up to one of several types of membership tier options. We may launch new membership tiers at any time or no longer offer any membership tier. Products may be added or removed from a membership tier at any time. Product categories may be added or removed at any time.
C. Green Tier: Green Tier is our basic membership. Green Tier members may use the Service and place orders for products.
D. Gold Tier: Gold Tier is a quarterly or yearly membership that provides added benefits for members. For each Gold Tier member there will be no minimum order requirement for delivery. Gold Tier members will also receive free delivery for orders of $75.00. Gold Tier members may also have the opportunity to participate in exclusive product drops, product launches, and early access to products, subject to availability.
E. Free Trials: Flower Co. may offer free trials for any of its membership tiers. While Users won't be charged for a free trial, Users will be automatically upgraded to a paid membership plan at the end of the trial period. For help turning off a membership renewal, please log into the User account on the Service.
F. Flower Co. reserves the right, in our sole discretion, (i) to change the benefits of any membership tier or to cancel any membership tier; (ii) not to provide Services; (iii) to cancel memberships or reject membership applications; and (iv) not to deliver Products, to certain Users, for any reason, including limitations in Products supply from the distributor or issues with delivery.
G. For the member, or other benefit to apply, the membership account and the membership tier must be active and available at the time of order. Members will NOT be reimbursed retroactively for purchases made without an active and available membership at the time of purchase or if they change their membership tier following purchase.
H. Memberships are for individual use only and are non-transferable.
2. Accounts and Registration; Order Information.
2.1. To access most features of the Service, you must register for an account. When you register for an account, you will be required to provide us with some information about yourself, such as your name, email address, address, a copy of your driver's license or identification card, a prescription from a doctor for the Product (if applicable), or other contact information.
2.2. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at hello@flowercompany.com.
2.3. To complete an order you must upload appropriate information to verify your identity, including a valid state issued driver's license or identification card.
WHICH MEANS
You will need to register for an account and provide certain personal information in order to order Product from our retailers. We will need to upload a valid state issued driver's license or identification card in order to verify your identity.
3. Delivery Procedures.
3.1. Receipt of Products. Our delivery services will only deliver Products to the User that scheduled the delivery or an individual identified by the User as the authorized recipient when placing the order on the Service, subject to any legal requirements preventing a User from designating an authorized recipient (including age requirements). The person that scheduled the delivery must sign to receive the delivery and provide appropriate identification, such as a state driver's license or identification card, to the delivery person. This process is to verify that the person that ordered the Product, or their authorized recipient, is the person receiving the Product.
3.2. Order Changes. Orders placed after 9 am PT for next day delivery can be changed until 3 pm PT the day before delivery. All other orders can be changed up until 9 am PT on the day before their selected delivery date. Changes can be made by reaching out to hello@flowercompany.com or via the Service.
3.3. Delivery Cancellation by User. User may cancel one (1) delivery per calendar year prior to delivery without any charges or fees. For any future cancellation, the User will be charged a $15 cancellation and restocking fee. In the event that a User has canceled any order within the prior three (3) months, Flower Co. reserves the right to require that each delivery must be delivered and paid for by that User before making any new orders.
3.4. Failed Delivery for First Failed Delivery.
A. In the event of a first-time failed delivery, for a period of 3 weeks after the date of that first failed delivery, we will reach out to the User to reschedule the delivery. A failed delivery due to a User not being available to accept the delivery will be considered a cancellation, and will result in a charge of $15 for cancellation and restocking in accordance with Section 3.3.
B. A User can reschedule to any available delivery window by contacting hello@flowercompany.com.
C. If a second failed delivery occurs with a User, Flower Co. has the right to terminate a Member's membership and/or may terminate a User's account, at any time thereafter.
3.5. Late Delivery. If a delivery is late, and we did not provide notice of a new delivery time, we will work with you to provide an appropriate resolution.
3.6. Changes to Delivery Date. Note that we may change the delivery times at any time. We will provide you with notice of the rescheduled delivery.
4. Medical Notice.
4.1. The Services, Products and information provided on this website are not intended nor recommended as a substitute for professional medical advice. The information and Products provided through the Services are not provided for medical or educational purposes, but for recreational purposes (unless provided pursuant to a physician's prescription). Members with a subscription for the Products or Users of the Services who intend to use Products for medical purposes should always seek the advice of your physician or other qualified health provider regarding any medical condition or treatment. Nothing contained on this website is intended to be used for medical diagnosis or treatment.
4.2. Flower Co. may receive, use, maintain, and store or disclose the personal information (including personally identifiable information, medical and health information) that you provide to us in accordance with the terms of our Privacy Policy. By using the Services, you acknowledge and agree that Flower Co. will collect, use, and disclose your personal information relating to your use of the Services in accordance with Flower Co.'s Privacy Policy.
WHICH MEANS
The Products are not a substitute for medical advice. We will use and store your personal information in connection with providing you the Services and Products.
5. Eligibility and Order Information.
5.1. You must be: (1) at least 18 years old, and have a valid prescription or medical marijuana identification card from a doctor for the Product to use the Service, and (2) at least 21 years old to use the Service if you do not have a valid prescription from a doctor and will use Product for recreational, and non-medical purposes. By agreeing to these Terms, you represent and warrant to us that: (i) you are at least 18 years old or at least 21 years old, as applicable; (ii) you are a legal resident of the state in which you receive the delivery and a legal resident of the United States; you have not previously been suspended or removed from the Service; and (iii) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. A User must be a natural person to use the Services. Corporations, associations, partnerships, trust or any other legal entity different from a natural person may not use this Service.
WHICH MEANS
You must be 21 to use the Service (or 18 if you have a valid prescription or MMIC).
6. General Payment Terms.
You must pay for all the membership fees (if applicable), Products and delivery fees, in cash in full, at the time of delivery of the Products. You may have other payment options available at the time of delivery, but these are not guaranteed. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable, except as explicitly stated in these Terms.
6.1. Price. Flower Co. reserves the right to determine pricing for the Services, Products and delivery fees. Flower Co. will make reasonable efforts to keep pricing information published on the website up to date. We encourage you to check our website periodically for current pricing information.
6.2. Cancellations & Refunds. All membership fees are non-refundable, however, we reserve the right to provide refunds at our sole discretion. However, in the event that Flower Co. becomes inactive in a market where a Member lives for more than 4 weeks, we will, upon request issue prorated refunds of membership fees for such Member via a refund method selected by Flower Co.
6.3. Membership Renewals. Memberships do not automatically renew. Once a membership expires, each Member will be asked to renew the membership during subsequent check outs. You must pay for any membership renewal in cash, in full, or any other payment method accepted at the time of your next delivery (to the extent that you agree to renewal of your membership).
6.4. Taxes. If Flower Co. is required to collect or pay any taxes in connection with your purchase of a membership, such taxes will be charged to you at the time of each purchase transaction or other appropriate time as applicable. Additionally, if required by law, you are responsible for reporting and paying certain taxes in connection with your purchase and use of the membership. Such taxes may include duties, customs fees, or other taxes (other than income tax), along with any related penalties or interest, as applicable to your purchase or country of purchase.
WHICH MEANS
Payments must be made in cash at the time of delivery. There are no refunds for membership cancellation, unless our retailers no longer deliver to your residence.
7. Licenses.
7.1. Limited License. Subject to your complete and ongoing compliance with all the Terms, Flower Co. grants you: (i) a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install one copy of the mobile application(s) associated with the Service downloaded from a legitimate marketplace, and to use such mobile applications so installed, or that may have been pre-installed on your mobile device by the device manufacturer, in each case solely in object code format, and solely for your personal, non-commercial use for lawful purposes, on mobile devices that you own or control, and (ii) permission to access and use the Service for your personal use.
7.2. License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (i) reproduce, distribute, publicly display, or publicly perform the Service; (ii) make modifications to the Service; or (iii) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it.
7.3. Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service ("Feedback"), then you hereby grant Flower Co. an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
WHICH MEANS
We grant you a limited license to use the service. You grant us the right to use your feedback, including to improve the Service.
8. Ownership; Proprietary Rights.
8.1. The Service and all the rights, title and interest in the Services, are owned and operated by Flower Co. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service ("Materials") provided by Flower Co. are protected by intellectual property and other laws.
8.2. The Member acknowledges that membership does not give the Member an equity or ownership interest in Flower Co. Members acknowledge that the interest acquired pursuant to these Terms is only that of access to the Services pursuant to the covenants and conditions contained in these Terms.
8.3. All Materials, and all the rights, title and interest in the Materials included in the Service are the property of Flower Co. or our third-party licensors. Except as expressly authorized by Flower Co., you may not make use of the Materials. Flower Co. reserves all rights to the Materials not granted expressly in these Terms.
8.4. Flower Co., and all related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of Flower Co. and may not be used without permission in connection with your or any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the website or Services are the property of their respective owners.
WHICH MEANS
Flower Co. owns its trademarks, the Service and all Materials on the Service. You may not make any use of these unless you are granted the right to do so under these terms.
9. Third-Party Terms.
9.1. Carrier Service. Your access to use the Service may be subject to separate third party terms of service and fees, including your mobile network operator's terms of service and fees, including fees charged for data usage and overage, which are your sole responsibility.
9.2. Third Party Services and Linked Websites. Flower Co. may provide tools through the Service that enable you to export information, including User Content, to third party services. By using one of these tools, you agree that we may transfer that information to the applicable third-party service. Third party services are not under our control, and we are not responsible for any third party service's use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content.
9.3. Open Source Software. The Service may include or incorporate third party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute such components ("Open Source Components"). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining such Open Source Components under the applicable third-party licenses or to limit your use of such Open Source Components thereunder.
9.4. Special Provisions Related to Bank Transfer Payments. Flower Co. has partnered with financial services software company Aeropay to offer you ACH payments. When you create a Flower Co. account and connect a bank to complete ACH payments, you will be creating an Aeropay account. You authorize Flower Co. to share your identifying information with Aeropay to open and support your Flower Co. account. You must comply also with Aeropay's
Terms of Service when creating or using your Flower Co. Account. The Aeropay Terms of Service may be modified from time to time, and the governing version is incorporated by reference into this Terms of Service. Any term not defined in this section but defined in the Aeropay Terms of Service assumes the meaning as defined in the Aeropay Terms of Service.
WHICH MEANS
Third party services and software provided in connection with the Service may be subject to their own terms.
10. Regulatory Provisions.
10.1. Export Control. You agree to comply fully with all U.S. and foreign export laws and regulations to ensure that the Products, Services or any related technical data or any direct product derived from the Products, Services or related technical data is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the Services, you represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
10.2. Government Warning. THE PRODUCTS AVAILABLE TO ORDER FROM RETAILERS THROUGH THE SERVICES CONTAIN CANNABIS, A SCHEDULE I CONTROLLED SUBSTANCE. KEEP OUT OF REACH OF CHILDREN AND ANIMALS. CANNABIS PRODUCTS MAY ONLY BE POSSESSED OR CONSUMED BY PERSONS 21 YEARS OF AGE OR OLDER UNLESS THE PERSON IS A QUALIFIED PATIENT. THE INTOXICATING EFFECTS OF CANNABIS PRODUCTS MAY BE DELAYED UP TO TWO HOURS. CANNABIS USE WHILE PREGNANT OR BREASTFEEDING MAY BE HARMFUL. CONSUMPTION OF CANNABIS PRODUCTS IMPAIRS YOUR ABILITY TO DRIVE AND OPERATE MACHINERY. PLEASE USE EXTREME CAUTION. Although these products have been third-party tested, they have not been tested under the Medicinal and Adult Use Cannabis Regulation and Safety Act. These statements have not been evaluated by the Food and Drug Administration. These products are not intended to diagnose, treat, cure, or prevent any disease.
10.3. California Proposition 65. Please note that the Products provided through the Services can expose you to chemicals including cannabis smoke, which is known to the state of California to cause cancer. For more information, go to www. P65Warnings.ca.gov.
10.4. Compliance. While using the Services and Products, you acknowledge and agree that you shall comply with all applicable local, state and federal laws and regulations.
WHICH MEANS
The Products available to order from retailers through the services are controlled substances. You agree to use the Products in accordance with all applicable laws.
11. User Content.
11.1. User Content Generally. Certain features of the Service may permit Users to upload content to the Service, including messages, reviews, photos, video, images, folders, data, text, and other types of works ("User Content"). You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service.
11.2. Limited License Grant to Flower Co. By posting or publishing User Content, you grant Flower Co. a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, and distribute your User Content, in whole or in part, in perpetuity, in any media formats and through any media channels now known or hereafter developed, solely for the purpose of providing you with the Services.
11.3. User Content Representations and Warranties. We expressly disclaim any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of uploading User Content. By uploading User Content, you affirm, represent, and warrant that:
A. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Flower Co. to use and disclose your User Content as necessary to perform the Services as described in the licenses granted by you in this section, in the manner contemplated by Flower Co., the Service, and these Terms; and
B. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Flower Co. to violate any law or regulation.
11.4. User Content Disclaimer. We are under no obligation to edit or control User Content that you upload, and will not be in any way responsible or liable for User Content. Flower Co. may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Flower Co. with respect to User Content.
11.5. Monitoring Content. Flower Co. does not control and does not have any obligation to monitor: (i) submitted content; (ii) any content made available by third parties; or (iii) the use of the Service by its Users. You acknowledge and agree that Flower Co. reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time, Flower Co. chooses, in its sole discretion, to monitor the content, Flower Co. nonetheless assumes no responsibility or liability for the content or any loss or damage of any kind incurred as a result of the use of such content. During monitoring, information may be examined, recorded, copied and used in accordance with our Privacy Policy.
WHICH MEANS
You are responsible for the User Content that you provide to Flower Co. You grant us a license to use any of the User Content that you provide to us. Flower Co. has the right, but not the obligation, to monitor content made available by third parties via the Services.
12. Prohibited Conduct.
BY USING THE SERVICE YOU AGREE NOT TO:
A. use the Service for any illegal purpose or in violation of any local, state, national, or international law;
B. transfer or sell the Products provided through the Services to any third party;
C. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
D. post, upload, or distribute any User Content or other content that is unlawful, defamatory, libelous, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
E. interfere with security-related features of the Service, including by: (a) disabling or circumventing features that prevent or limit use or copying of any content; or (b) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
F. interfere with the operation of the Service or any User's enjoyment of the Service, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another User of the Service; (c) collecting personal information about another User or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
G. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
H. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 7) or any right or ability to view, access, or use any Materials; or
I. attempt to do any of the acts described in this Section 12 or assist or permit any person in engaging in any of the acts described in this Section 12.
WHICH MEANS
You may not use the Service to engage in prohibited conduct.
13. Modification of Terms.
We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, you will be required to accept the modified Terms in order to continue to use the Service. Material modifications are effective upon your acceptance of the modified Terms. Immaterial modifications are effective upon publication. Except as expressly permitted in this Section 13, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
WHICH MEANS
We can modify these terms at any time on a going-forward basis. If there is a material change, you will be required to accept the modified terms.
14. Term, Termination, and Modification of Service.
14.1. Term. These Terms are effective beginning when you accept the Terms or download, install, access or use the Service, and ending when terminated as set for in Section 13.2.
14.2. Termination. If you violate any provision of these Terms, your account and these Terms automatically terminate. In addition, Flower Co. may, at its sole discretion, terminate these Terms, your account on the Service or suspend or terminate your access to the Service at any time for any reason or no reason, with or without notice. You may terminate your account and these Terms at any time by contacting customer service at hello@flowercompany.com.
14.3. Effect of Termination. Upon termination of these Terms: (i) your license rights will terminate and you must immediately cease all use of the Service; (ii) you will no longer have access to your account; (iii) you must remit to Flower Co. any unpaid amounts due prior to termination; and (iv) upon termination of these Terms, all payment obligations accrued prior to termination and Sections 6.2, 6.3,7, 13.3, 14, and 15 through 18 will survive.
14.4. Modification of the Service. Flower Co. reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service.
WHICH MEANS
We can modify or discontinue the Service, or terminate this agreement, at any time.
15. Indemnity.
You are responsible for your use of the Products and Services, and, to the fullest extent permitted by law, you will defend and indemnify Flower Co. and its officers, directors, employees, consultants, affiliates, subsidiaries, agents, and the retail and delivery partners who offer Products through the Services (together, the "Flower Co. Entities") from and against every claim, liability, damage, loss, and expense, including reasonable attorneys' fees and costs ("Claims") brought by a third party arising out of or connected with: (a) your use of, or misuse of, the Service not in compliance with these Terms; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those Claims.
WHICH MEANS
You are responsible for indemnifying us in the event of a claim related to your use of the Service.
16. Disclaimers; No Warranties.
Flower Co. IS NOT RESPONSIBLE OR LIABLE FOR: (I) USERS OR ANY OTHER INDIVIDUAL'S USE OF THE PRODUCTS AND/OR SERVICES; OR (II) THE SELLING OR DELIVERY OF THE PRODUCTS BY ANY RETAIL PARTNER OR DELIVERY SERVICE VIA THE SERVICES.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, Flower Co. DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. TO THE FULLEST EXTENT PERMITTED BY LAW, Flower Co. DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF OR THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR Flower Co. ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE Flower Co. ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. TO THE FULLEST EXTENT PERMITTED BY LAW, WE ARE NOT RESPONSIBLE FOR ANY DAMAGE OR ILLNESS THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE OR PRODUCTS, AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE(S) USED IN CONNECTION WITH THE SERVICE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THE MATERIALS OR CONTENT.
17. Limitation of Liability.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE Flower Co. ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY Flower Co. ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE Flower Co. ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO Flower Co. (IF ANY) FOR A MEMBERSHIP IN THE 12 MONTHS PRIOR TO THE EVENT(S) OR CIRCUMSTANCES GIVING RISE TO CLAIM; OR (B) $100.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 17 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
WHICH MEANS
We are not responsible to you for indirect, incidental, special, consequential or punitive damages. Our aggregate liability to you will not exceed the greater of $100 and the amounts you paid to us in the prior 12 months for a Flower Co. membership (if any).
18. General Terms.
These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Flower Co. regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word "including" means "including but not limited to". If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
18.1. Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Flower Co. submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Francisco County, California for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in California, United States of America, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
18.2. Force Majeure. Flower Co. shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, pandemnic or epidemic, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
18.3. Privacy Policy. Please read the Flower Co. Privacy Policy carefully for information relating to our collection, use, storage, disclosure of your personal information. The Flower Co. Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
18.4. Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the "Additional Terms"). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
18.5. Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
18.6. Contact Information. The Service is offered by Flower Co., located at 5560 West End Road, Suite 3, Arcata, California 95521. You may contact us by sending correspondence to that address or by emailing us at hello@flowercompany.com. You can access a copy of these Terms by clicking here: https://flowercompany.com/tos.
18.7. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
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