Thrive Global Terms and Conditions Agreement
- Effective Date: November 30, 2016
- Last Revised: June 22, 2017
Who we are and what this Agreement does
Please read this Terms and Conditions Agreement (“Agreement”) carefully, which is a legal contract between you (“User”) and Thrive Global Holdings, Inc. (“Thrive Global”, “we”, or “us”). This Agreement sets out the terms and conditions upon which we allow you to use our websites located at https://www.thriveglobal.com/, https://shop.thriveglobal.com/, and https://journal.thriveglobal.com/, and any mobile applications associated therewith (collectively, the “Sites”). By accessing or using the Sites, accessing or using any content, information, services, features or resources available or enabled via the Sites (collectively with the Sites, the “Services”), clicking on a button or taking another action to signify your acceptance of this Agreement, you: (1) agree to be bound by this Agreement and any future amendments and additions to this Agreement as published through the Services; (2) represent you are of legal age in your jurisdiction of residence to form a binding contract; and (3) represent that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services. Except as otherwise provided herein, if you do not agree to be bound by this Agreement, you may not access or use the Services.
Part I details the agreement between you and Thrive Global for all Users of the Services (including, without limitation, content providers and purchasers of goods or services from Thrive Global). Part II details the additional agreement between you and Thrive Global if you upload, post, e-mail, transmit, or otherwise make Content available through the Services. Part III details the additional agreement between you and Thrive Global if you are a purchaser of goods or services through the Services.
Changes to this Agreement
Please note that this Agreement is subject to change by Thrive Global in its sole discretion at any time. When changes are made, we will make a new copy of this Agreement available on the Sites. We will also update the “Last Revised” date at the top of the Agreement. If we make any material changes, and you have registered with us to create an Account, we will also send an e-mail to you at the last e-mail address you provided to us pursuant to this Agreement. Any changes to the Agreement will be effective immediately for new Users and will be effective thirty (30) days after posting notice of such changes on the Sites for existing Users, provided that any material changes shall be effective for Users who have an Account with us upon the earlier of thirty (30) days after posting notice of such changes on the Sites or thirty (30) days after dispatch of an e-mail notice to Registered Users. If you do not agree to any changes after receiving a notice of such changes, you shall stop using the Services. Your continued use of the Sites and/or Services constitutes your acceptance of such changes. Please regularly check the Sites to view the then-current Agreement.
1.1 Registering Your Account
In order to access certain features of the Services, you may be required to become a Registered User. For purposes of this Agreement, a “Registered User” is a User who has registered an account (“Account”).
1.2 Registration Data
In registering an Account, you agree to provide true, accurate, current and complete information about yourself as prompted by the registration form (“Registration Data”) and maintain and promptly update the Registration Data accordingly. You represent that you are of legal age to form a binding contract and not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You represent that you are not barred from using the Services under any applicable law and that you will be responsible for all activities that occur under your Account. You agree to monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to notify Thrive Global immediately of any unauthorized use of your password or any other breach of the security of your Account and to exit from your Account at the end of each session. You agree not to create an Account using a false identity or alias or if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one Account for the same Thrive Global service at any given time. Thrive Global reserves the right to remove or reclaim any usernames at any time and for any reason.
1.3 Your Account
Subject to rights in Your Content (defined below in Part II if you are a content provider), you acknowledge and agree that you have no ownership or other property interest in your Account and that all rights in and to your Account are owned by and inure to the benefit of Thrive Global.
You agree that your submission of any ideas, suggestions, documents, and/or proposals to Thrive Global (“Feedback”) is at your own risk and that Thrive Global has no obligations with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Thrive Global the right to use any Feedback in any way at any time without any additional approval or compensation. Please note that the Feedback you provide to us will not be treated as confidential information – accordingly, you agree not to submit to us any information or ideas that you consider to be confidential or proprietary.
3. Ownership of and License to Use the Services.
3.1 Use of the Services.
Thrive Global and its suppliers own all rights, title and interest in the Services (other than User Content, as defined below). The Services are protected by copyright and other intellectual property laws throughout the world. Subject to this Agreement, Thrive Global grants you a limited license to use the Services solely for your personal non-commercial purposes. Any future release, update or other addition to the Services shall be subject to this Agreement. Thrive Global, its suppliers and service providers reserve all rights not granted in this Agreement.
Thrive Global’s stylized name and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of Thrive Global and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
4. Restrictions on Use of Services
The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services; (b) you shall not frame or use framing techniques to enclose any trademark, logo or Services (including images, text, page layout or form) of Thrive Global; (c) you shall not use any metatags or other “hidden text” using Thrive Global’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Sites for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access the Services to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services; (i) you shall not interfere with or attempt to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement; and (j) you shall not attempt to harm our Services, including but not limited to, by violating or attempting to violate any related security features, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing”, or “crashing” the Services. Any unauthorized use of the Services terminates the licenses granted by Thrive Global pursuant to this Agreement.
5. Third-Party Links.
The Services may contain links to third-party services such as third party websites, applications, or ads (“Third-Party Links”). When you click on such a link, we will not warn you that you have left the Services. Thrive Global does not control and is not responsible for Third-Party Links. Thrive Global provides these Third-Party Links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any content, products or services accessible through such links. Your use of all Third-Party Links is at your own risk.
You agree to indemnify and hold Thrive Global, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Thrive Global Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content (if you are a content provider); (b) your use of, or inability to use, the Services; (c) your violation of this Agreement; (d) your violation of any rights of another party, including any Users; or (e) your violation of any applicable laws, rules or regulations. Thrive Global reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Thrive Global in asserting any available defenses. This provision does not require you to indemnify any of the Thrive Global Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Sites, Application, or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement or your access to the Services.
7. Disclaimer of Warranties and Conditions.
You understand and agree that, to the extent permitted by applicable law, your use of the Services is at your sole risk, and the Services are provided on an “As Is” and “As Available” basis, with all faults. Thrive Global Parties expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement arising from use of the Services. Thrive Global Parties make no warranty, representation or condition that: (1) the Services will meet your requirements or (2) your use of the Services will be uninterrupted, timely, secure or error-free. You further understand and agree that Thrive Global does not manufacture, store or inspect any of the products sold through our Services, and we expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement arising from use of the products. The laws of certain states do not allow limitations of implied warranties. If these laws apply to you, some or all of the foregoing disclaimers, exclusions and limitations may not apply to you, and you might have additional rights.
8. Limitation of Liability.
8.1 Disclaimer of Certain Damages
You understand and agree that Thrive Global Parties is not liable for any loss of profits, revenue or data, indirect, incidental, special, or consequential damages or costs due to loss of production or use, business interruption, procurement of substitute goods or services, whether or not Thrive Global has been advised of the possibility of such damages, arising out of or in connection with the Agreement, or from any communications, interactions or meetings with other users of the Services, on any theory of liability, resulting from: (1) the use or inability to use the Services, including products sold through our Services; (2) the cost of procurement of substitute goods or services resulting from any goods, data, information or services purchased or obtained or messages received for transactions entered into through the Services; (3) unauthorized access to or alteration of your electronic transmissions or data; (4) statements or conduct of any third party on the Services; or (5) any other matter related to the Services, whether based on warranty, copyright, contract, tort (including negligence), product liability or any other legal theory. The foregoing cap on liability shall not apply to liability of a Thrive Global Party for (a) death or personal injury caused by a Thrive Global Party’s negligence; or for (B) any injury caused by a Thrive Global Party’s fraud or fraudulent misrepresentation.
8.2 Cap on Liability
Under no circumstances will Thrive Global Parties be liable to you for more than the greater of (a) the total amount paid to Thrive Global by you during the act, omission or occurrence giving rise to such liability, (b) the remedy or penalty imposed by the statute under which claim arises, or (c) one hundred dollars ($100).
8.4 Basis of the Bargain
The limitations of damages set forth above are fundamental elements of the basis of the bargain between you and Thrive Global.
The laws of some states do not allow for the exclusion or limitation of certain damages. If these laws apply to you, some or all of the foregoing disclaimers, exclusions and limitations may not apply to you and you might have other rights.
9. Term and Termination.
This Agreement commences on the date you accept them and remain in full force and effect while you use the Services, unless terminated earlier in accordance with this Agreement.
If you have materially breached any provision of the Agreement, if we are required to do so by law (e.g., where the provision of any of the Services is, or becomes, unlawful), or if we choose to discontinue the Services (in whole or in part), we have the right to, immediately and without notice, suspend or terminate any the Services provided to you. If we become aware of any possible violations by you of the Agreement, we reserve the right to investigate such violations. In the event that we determine, in our sole discretion, that you have breached any portion of the Agreement, or have otherwise demonstrated inappropriate conduct, we reserve the right to: (i) warn you via e-mail (to any e-mail address you have provided to us) that you have violated the Agreement; (ii) notify and/or fully cooperate with the proper law enforcement authorities for further action; and/or (iii) pursue any other action which we deem to be appropriate. If, as a result of the investigation, we believe that illegal activity has occurred, we reserve the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. We are entitled, except to the extent prohibited by applicable law, to disclose any data, content, or other information on or in the Services in our possession in connection with your use of the Services, to: (a) comply with applicable laws, legal process or governmental request; (b) enforce the Agreement; (c) respond to your requests for customer service; or (d) protect the rights, property or personal safety of Thrive Global, its users or the public, and to comply with the requests of all law enforcement or other government officials, as we in our sole discretion believe to be necessary or appropriate. We reserve the right, in our sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you. You agree that all terminations shall be made in our sole discretion and that we shall not be liable to you or any third-party for enforcing this provision.
9.3 Effect of Termination.
Termination includes removal of access to and barring of further use of the Services, including deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content (if you are a content provider). Thrive Global will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content (if you are a content provider). All provisions of the Agreement which by their nature should survive, shall survive termination of your use of the Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
9.4 No Subsequent Registration.
If your registration(s) with or ability to access the Services is discontinued by Thrive Global, you agree that you shall not attempt to re-register with or access the Services through use of a different member name or otherwise. In the event that you violate the immediately preceding sentence, Thrive Global reserves the right, in its sole discretion, to immediately take any or all of the actions set forth in this Agreement without any notice or warning to you.
10. International Users.
The Services can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Thrive Global intends to announce such Services or Content in your country. The Services are controlled and offered by Thrive Global from its facilities in the United States of America. Thrive Global makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
11. Dispute Resolution.
Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Thrive Global and limits the manner in which you can seek relief from us.
11.1 Applicability of Arbitration Agreement.
You agree that any dispute or claim relating in any way to your access or use of the Services, to any products sold or distributed through the Sites, or to any aspect of your relationship with Thrive Global, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) you or Thrive Global may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
11.2 Arbitration Rules and Forum.
The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to [email protected]. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under \$250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Thrive Global will pay them for you. In addition, Thrive Global will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, Thrive Global will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
11.3 Authority of Arbitrator.
The arbitrator, and not any federal, state or local court or agency shall have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Thrive Global. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
11.4 Waiver of Jury Trial.
You and Thrive Global hereby waive any constitutional and statutory rights to sue in court and have a trial in front of a judge or jury. You and Thrive Global are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 11.1 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
11.5 Waiver of Class or Consolidated Actions.
All claims and disputes within the scope of this Arbitration Agreement must be arbitrated on an individual basis and not on a class basis, only individual relief is available, and claims of more than one customer or user cannot be arbitrated or consolidated with those of any other customer or user. In the event that this subparagraph is deemed invalid or unenforceable neither you nor we are entitled to arbitration and instead claims and disputes shall be resolved in a court as set forth in Section 12.6.
11.6 30-Day Right to Opt Out.
You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following email address: [email protected], within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Thrive Global username (if any), the email address you used to set up your Thrive Global account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
11.8 Survival of Agreement.
This Arbitration Agreement will survive the termination of your relationship with Thrive Global.
Notwithstanding any provision in this Agreement to the contrary, we agree that if Thrive Global makes any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) that you had already provided notice of to Thrive Global.
12. General Provisions.
12.1 Electronic Communications
The communications between you and Thrive Global use electronic means, whether you visit the Services or send Thrive Global e-mails, or whether Thrive Global posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Thrive Global in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Thrive Global provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
You hereby release Thrive Global Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Services, including but not limited to, any interactions with or conduct of other Users or third-party websites of any kind arising in connection with or as a result of the Agreement or your use of the Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a Thrive Global Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Sites or any Services provided hereunder.
The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Thrive Global’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
12.4 Force Majeure
Thrive Global 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, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
12.5 Questions, Complaints, Claims
If you have any questions, complaints or claims with respect to the Services, please contact us at [email protected]. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
12.6 Exclusive Venue
To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Thrive Global agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state courts in New York, New York or federal courts located in the District of New York.
12.7 Governing Law
The Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of New York, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Where Thrive Global requires that you provide an e-mail address, you are responsible for providing Thrive Global with your most current e-mail address. In the event that the last e-mail address you provided to Thrive Global is not valid, or for any reason is not capable of delivering to you any notices required/permitted by the Agreement, Thrive Global’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Thrive Global at the following email: [email protected]. Such notice shall be deemed given when received by Thrive Global by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
12.11 Export Control
You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. 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. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Thrive Global are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Thrive Global products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
12.12 Consumer Complaints
In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
12.13 Entire Agreement
This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
In addition to all provisions of Part I of this Agreement, the provisions of Part II of this Agreement shall also apply to Users that upload, post, e-mail, transmit, or otherwise make Content available through the Services.
1. Responsibility for Content.
1.1 Types of Content
You acknowledge that all information (including payment information), data, pictures, or other content (“Content”) on the Services is the sole responsibility of the party from whom such Content originated. This means that you, and not Thrive Global, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available through the Services (“Your Content”), and that you and other Users of the Services, and not Thrive Global, are similarly responsible for all Content they make available through the Services (“User Content”). For purposes of this Agreement, “Your Content” shall include all Content that you have previously, and the future will, upload(ed), post(ed), e-mail(ed), transmit(ed) or otherwise make/made available through the Services.
1.2 No Obligation to Pre-Screen Content
You acknowledge that Thrive Global has no obligation to pre-screen Content (including, but not limited to, User Content), although Thrive Global reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into this Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content. In the event that Thrive Global pre-screens, refuses or removes any Content, you acknowledge that Thrive Global will do so for Thrive Global’s benefit, not yours. Without limiting the foregoing, Thrive Global shall have the right to remove any Content that violates this Agreement or is otherwise objectionable.
1.3 Ownership of Your Content
Thrive Global does not claim ownership of Your Content. However, when you post or publish Your Content on or in the Services, you represent that you have all of the necessary rights to grant Thrive Global the license set forth in Section 1.4 of Part II. Except with respect to Your Content, you agree that you have no right or title in or to any content that appears on or in the Services.
1.4 License to Your Content
Subject to any applicable Account settings that you select, you grant Thrive Global the right and license to use and display Your Content (in whole or in part) for the purposes of operating and providing the Services on the basis that such license is:
(a) irrevocable – once agreed, you cannot remove or restrict our right to use Your Content as described above;
(b) non-exclusive – you and, if you let them, other people can use Your Content;
(c) royalty-free and fully-paid – we don’t have to pay you or any other party (either now or in the future) to use Your Content in the fashion described above;
(d) worldwide – we can use Your Content in the manner described above anywhere in the world; and
(e) sub-licensable – you allow us to authorize other businesses and individuals to use the license described above on third party websites, third party apps or other media.
This license includes a right to modify Your Content and to place Your Content in any form of media, including videos, websites, applications, live presentations or otherwise.
Please note that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services.
1.5 Backing up User Content
We are not obligated to backup User Content, and Your Content may be deleted at any time without prior notice – accordingly we recommend you store and backup copies elsewhere.
1.6 Do not send us confidential information in Your Content.
Please note that User Content will not be treated as confidential information – accordingly, you agree not to submit to us any information or ideas that you consider to be confidential or proprietary. You acknowledge that your communications with other users via the Services are public and not private communications, and that you have no expectation of privacy in respect of such communications.
1.7 Other Restrictions on User Conduct
You agree not to use the Services for any purpose prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party to) (a) take any action or (b) make available any content on or through the Services that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales without Thrive Global’s prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; or (v) impersonates any person or entity, including any employee or representative of Thrive Global.
1.8 No Fees; No Employment Status
You agree that you shall not be entitled to any monetary compensation in connection with Your Content. In lieu of monetary consideration, you will receive credit as author of Your Content, if Thrive Global determines to use Your Content. You agree that you are an independent contractor and that you are not entitled to, and shall not, claim any of the rights, privileges or benefits of an employee of Thrive Global or any of its affiliates. You hereby release any and all right, claim, or interest to any privileges or to any benefit, welfare plan or other employee plans or perquisites, including but not limited to pension, welfare benefits, vacation or termination pay, provided by, or on behalf of, Thrive Global or any of its affiliates to their respective employees.
In addition to all provisions of Part I of this Agreement (and Part II if you uplost, post, e-mail, transmit, or otherwise make Content available through the Services), the provisions of Part III of this Agreement shall also apply to Users that purchase goods or services through the Service.
1.1 Order Process
After Thrive Global receives your order, you will receive an email from us confirming receipt of your order. If you do not receive an email from Thrive Global confirming receipt of an order that you placed, please contact us at [email protected] before you attempt to place another order.
1.2 Order Issues.
a. If there is an error in pricing and/or other information about your order (“Description Error”), then Thrive Global will notify you at the email address that you have provided. Once the error has been corrected, Thrive Global will ask you whether or not you would like to re-submit your order to purchase.
b. Although it is unlikely that Thrive Global would refuse to accept an order, Thrive Global reserves the right to deny any order for any reason, including where the following situations arise: (i) insufficient information or errors in billing, payment, and/or shipping information; (ii) orders that cannot be processed due to erroneous information that you have provided, which includes, but is not limited to incorrect credit card or debit card number, expiration date, security value, or other incorrect information regarding payment types; (iii) suspected fraudulent information; or (iv) unavailability of your order due to discontinuance or otherwise.
c. Thrive Global may refuse to accept any order if fraudulent activity is suspected. Thrive Global may refuse to process any subsequent order from a customer who has a history of placing fraudulent orders.
d. Thrive Global may refuse any order that is connected with a previous credit card dispute.
1.3 Restrictions on Resale
In order to protect the intellectual property rights of Thrive Global and its licensors and suppliers, any suspected resale of any goods or services ordered for personal and/or business profit is strictly prohibited. Thrive Global will not accept any order that is deemed to possess characteristics of reselling. Thrive Global reserves the right to cancel any subsequent order from a customer who has been suspected of reselling.
2. Fees and Purchase Terms.
You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You also agree to pay all applicable taxes. You must provide Thrive Global with a valid credit card (Visa, MasterCard, or any other issuer accepted by us) (“Payment Provider”) in connection with your orders. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement and not this Agreement to determine your rights and liabilities. By providing us with your credit card number and associated payment information, you agree that we are authorized to immediately invoice your Account for all fees and charges due and payable to Thrive Global hereunder and that no additional notice or consent is required. You agree to immediately notify Thrive Global of any change in your billing address or the credit card used for payment hereunder. Thrive Global reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Services or by e-mail delivery to you.
All fees are non-refundable except as set forth in Thrive Global’s refund policy available at https://shop.thriveglobal.com/pages/shop-faq.
2.3 Discounts and Promo Codes
We may, in our sole discretion, create discounts and promotional codes that may be redeemed for credit in your Account, or other features or benefits, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes”). Promo Codes may only be used once per person. Only Promo Codes sent to you through official Thrive Global communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use.
To contact us regarding any billing disputes, please email [email protected].
3. Third Party Payment Services Provider.