Last updated: 4/27/2023
THIS TERMS OF USE AGREEMENT (the “Agreement”) constitutes a legally binding agreement by and between FLOURISH SOCIAL STUDIO, INC, a corporation organized under the laws of the state of Tennessee (“Flourish Social Studio”) and the client, whether personally or on behalf of an entity (“Client”), with regard to access and use of Flourish Social Studio’s website and content: https://flourishsocialstudio.com/. Failure to agree and adhere to all of the terms, conditions, and obligations contained herein results in the express prohibition of the Client’s use of the Content, and the Client is ordered to discontinue use immediately. Thereafter the relationship between Client and Flourish Social Studio shall cease and be of no further force and effect between the parties, except that any obligation of Client to pay Flourish Social Studio for services rendered shall remain and continue to be an ongoing obligation owed by Client to Flourish Social Studio.
1. Intellectual Property Rights of Website
Unless otherwise indicated, the Website is the property of Flourish Social Studio and all source code, databases, functionality, software, website designs, audio, video, text, photographs and graphics of any nature and regardless of format (herein, collectively or individually, the “Content”) and the trademarks, service marks, and logos contained there (the “Marks”) are owned and controlled by Flourish Social Studio and are protected by copyright and trademark laws and any other applicable intellectual property law or regulation of the United States, foreign jurisdictions and international conventions. The Content and Marks are provided “As-Is” for your information and personal use only. Except as expressly provided herein, no part of the Website and no Content may be copied, reproduced, aggregated, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without Flourish Social Studio’s express prior written permission. Flourish Social Studio reserves all rights in the Website, Content, and Marks.
2. Ownership of Materials
Notwithstanding Flourish Social Studio’s ownership of Content, as described in Paragraph 6 (“Client Feedback”), all design and original source files created on Client’s behalf (“Projects”) belong to Client, and Client shall be the sole owner of the copyright for all Projects. In the event that any operation of law would cause Flourish Social Studio to become the owner of a Project, in whole or in part, rather than Client, Flourish Social Studio irrevocably and perpetually assigns its entire interest in the Project to Client, without limitation. Raw footage is owned only by Flourish Social Studio and must be requested by Client for an additional fee. Client warrants that any and all materials provided to Flourish Social Studio as examples to be incorporated into a project during the design process are owned by Client and do not infringe on or misappropriate any third party’s rights, including, but not limited to, all intellectual property rights and any right of publicity. Flourish Social Studio always reserves the right to share the Client's design work publicly (social media, website, etc.) unless agreed upon as stated in section 18 of this document.
3. Third-Party Fonts
In the event that any Project incorporates fonts that are not owned by Flourish Social Studio and require a commercial license in order for Client to legally reproduce, distribute, or publicly display the Project (“Third-Party Font(s)”), Flourish Social Studio will inform Client in writing that one or more Third-Party Fonts have been incorporated into the Project and that Client will need to purchase one or more licenses for the Third-Party Fonts from the rights-holder(s) of said Third Party Fonts in order to legally reproduce, distribute, or publicly display the Project. Said notice will include information sufficient for Client to identify which licenses are required and who to contact in order to purchase said licenses. So long as Flourish Social Studio has informed Client of the incorporation of Third-Party Fonts as described above, Client assumes all responsibility for any consequences as a result of a failure by Client to purchase one or more licenses for any Third-Party Fonts incorporated into a Project.
4. User Representations
By using the Website, Client represents and warrants that: Client has the legal capacity and agrees to comply with these Terms of Use; Client is not a minor in the jurisdiction of their domicile; Client will not access the Website through automated or non-human means; Client will not use the Website for any illegal or unauthorized purpose; Client’s use of the Website will not violate any applicable law or regulation.
5. Prohibited Activities
Client shall not access or use any content provided by Flourish Social Studio for any purpose other than that for which the content is made available to the Client. The content may not be used in connection with any commercial endeavors except those agreed upon by Flourish Social Studio and the the Client. Further, Client agrees to refrain from the following: Make any unauthorized use of the content; Retrieve data or content for the purposes of creating or compiling a database or directory; Trick, defraud, or mislead Flourish Social Studio; Use the content in an effort to compete with Flourish Social Studio; Decipher, decompile, disassemble, or reverse engineer any of the content comprising or in any way making up a part of the content; Bypass any measures designed to prevent or restrict access to the content or any portion thereof; Harass, annoy, intimidate, or threaten any of Flourish Social Studio’s employees, independent contractors, or agents providing services through the Flourish Social Studio; Delete the copyright or other rights notice from any content; Copy or adapt the content; Disparage, tarnish, or otherwise harm Flourish Social Studio; Use the content in a manner inconsistent with any applicable laws, statutes, or regulations.
6. Client Feedback
Client acknowledges and agrees that any questions, comments, suggestions or other feedback or submission (each a “Submission”) shall be the sole property of Flourish Social Studio and Flourish Social Studio is under no obligation to keep a Submission confidential or take steps necessary to ensure the confidentiality of a Submission. Flourish Social Studio shall be the sole and exclusive owner of all rights related to the Submission except to the extent that rights are granted to Client under Paragraph 2 (“Ownership of Materials”), and shall at its sole and unrestricted discretion use and disseminate a Submission for any lawful purpose without permission, acknowledgment or compensation of or to the Client. Client agrees that it has the right to articulate and put forth the Submission and Client hereby waives all claims and recourse against Flourish Social Studio for its use of the Submission in accordance with the terms hereof and in its sole discretion hereafter.
7. Management and Oversite
Flourish Social Studio reserves the right to monitor the content for violations of these Terms of Use and to take appropriate legal action in response to a violation of the Terms of Use or any applicable law, statute or regulation. Flourish Social Studio further reserves the right to restrict or deny access to the content or disable the Client’s use of the content. Such decision shall be in the sole discretion of Flourish Social Studio. All decisions regarding the management of the content shall be at the sole discretion of Flourish Social Studio and shall be designed to protect Flourish Social Studio’s rights and property.
8. Returns and Refunds
Flourish Social Studio reserves the right to deny refunds based on its own self-discretion and without notice or liability to Client. Refund requests are assessed on a case-by-case basis. Should the Client request a refund during the first month of use, all materials produced by Flourish Social Studio are ownership of the company and are prohibited from being used by the Client in any way.