General Terms and Conditions for Food Liability Insurance Program

Legal Disclaimer

These terms and condition, together with any documents and additional terms they incorporate by reference (collectively, these “Terms”), are entered into between the Food Liability Insurance Program (the “Company,” “we,” “us,” and “our”) and you or the company or other legal entity that you represent (“Customer,” “you” or “your”).

This Agreement is effective as of the date on the Order Form or the date you purchase insurance products from this website (the “Effective Date”). The use of this website or any other website owned or maintained by the Company is governed by the policies, terms and conditions set forth below. Please read them carefully. If you are accepting on behalf of your employer or another entity, you represent and warrant that: (i) you have full legal authority to bind your employer or the applicable entity to these terms; (ii) you have read and understand this Agreement; and (iii) you agree on behalf of the party that you represent to this Agreement. By signing this Order Form, you hereby agree to these Terms. This Agreement governs Customer’s access to and use of the Services as ordered in the applicable Order Form. Your order placed on this website signifies your acceptance of the terms and conditions set forth below.

1. Privacy & Security; Disclosure

Company’s privacy policy may be viewed at Privacy. The Company reserves the right to modify its privacy policy in its reasonable discretion from time to time.

2. Applicability

The accompanying order form (the “Order Form“) and these Terms (collectively, this “Agreement“) comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. In the event of any conflict between these Terms and the Order Form, these Terms shall govern, unless the Order Form expressly states that the terms and conditions of the Order Form shall control. This Agreement shall prevail over any of Customer’s general terms and conditions regardless of whether or when Customer has submitted its request for proposal, order, or such terms. Provision of insurance coverage to Customer does not constitute acceptance of any of Customer’s terms and conditions and does not serve to modify or amend this Agreement.

3. Insurance Coverage

The Company shall provide the insurance coverage to Customer as described in the Order Form (the “Policy“) in accordance with this Agreement.

4. Payment

Customer will pay all fees as stated in the Order Form. Company will invoice Customer all fees for the Policy. Customer may elect one of the following billing options, or from among other options offered by the Company, when placing the order for the Policy. The Company may change its offering of billing options, including by limiting or ceasing to offer any billing option, upon thirty days’ written notice to Customer (which may be made by email). Billing options may not be available to all customers. All payments due are in U.S. dollars unless otherwise indicated on the Order Confirmation or invoice. The Company accepts U.S. issued credit and debit cards: Visa, MasterCard, American Express and Discover. If you choose a payment option with recurring credit card payments, you agree that the Company may automatically charge the service fee to your credit card at the beginning of each period. Payments for invoices are due within thirty (30) days after the invoice date, unless otherwise specified on the Order Form, and are considered overdue after such date. If Customer’s payment is overdue, the Company may (i) charge interest on the overdue amount at 1.5% per month (or the highest rate permitted by law, if less) from the payment due date until paid in full, and (ii) suspend or terminate the Policy.

5. Return and Cancellation Policy

All of our policies are 100% fully earned. This means that once a Customer’s coverage begins, Company’s policies are non-refundable. The one exception to this rule is when one of the Company’s compliance officers decides the Customer’s business is not compliant with a Company Policy. This decision is made within three business days of the Customer purchasing a Policy. In this instance, Customer’s policy will be cancelled as if they had never bought the Policy in the first place, and you will be offered a full refund immediately, though it may take some time for the Customer’s bank to post the refund to your account.

6. Chargeback Policy

All references to a “chargeback” refer to a reversal of a credit/debit card charge placed on https://www.fliprogram.com/ or through the Order Form. There is no reason for a chargeback to ever be filed. If a credit is due, simply contact us and we will gladly issue it. Unnecessary chargebacks are theft and can be prosecuted. If you feel that your credit/debit card was used fraudulently on https://www.fliprogram.com/, please contact us for immediate resolution.

YOU AGREE THAT YOU WILL NOT CHARGEBACK ANY AMOUNTS CHARGED TO YOUR CREDIT/DEBIT CARD ON THIS SITE. IF YOU CHARGEBACK A CREDIT/DEBIT CARD CHARGE FOR A PAYMENT INITIATED BY YOU, YOU AGREE THAT THIS WEBSITE MAY RECOVER THE AMOUNT OF THE CHARGEBACK BY ANY MEANS DEEMED NECESSARY, INCLUDING BUT NOT LIMITED TO RECHARGING YOUR CREDIT/DEBIT CARD OR HAVING THE AMOUNT RECOVERED BY A COLLECTION AGENCY.

7. Representations and Warranties

You hereby represent and warrant that (a) you are at least 18 years of age and have the legal authority as an individual or to bind the company you represent to this Agreement; (b) have the full power and authority to enter into, and perform any obligations under, this Agreement; and (c) the execution, delivery, and performance of this Agreement will not conflict with its charter, bylaws, or any agreement, order or judgment to which the company is bound; and (d) this Agreement constitutes the valid, legal, binding obligation of you or the company you represent and is fully enforceable in according with its terms. By accepting this Agreement, you represent and warrant that the use of this Website or this Agreement does not violate any statute, law, ordinance, common law, or regulation of any federal, state, local or foreign government.

8. Intellectual Property

Intellectual Property Rights. The website is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, images, and graphics and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. The website and its entire contents, features, and functionality (including but not limited to all data, information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) (collectively, “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. All Content and Marks are provided “AS IS” for your information and personal non-commercial use only. Except as expressly provided in this Agreement, you must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the Content or Marks on our Website without our express written permission. This Agreement does not grant either party any rights, implied or otherwise, to the other party’ content, data or intellectual property. Customer or its licensors retain all right, title and interest (including any and all intellectual property rights) in and to the Customer data and any modifications made thereto during the Term of this Agreement. DMCA Notice and Copyright Policy. The Company is against copyright infringement of any kind, and we terminate the user accounts of repeat copyright infringers. If you believe that any material on the Website infringes your copyright, please send a notice of copyright infringement to info@fliprogram.com. Upon receipt of any notice, the Company will take whatever action, in its sole discretion, including removing the content from the Website.

9. Third Party Interactions

During use of the Company’s website, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers or sponsors showing their goods and/or services through the website. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third-party. Company shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party. Company does not endorse any sites on the Internet that are linked through its website. Company provides these links to you only as a matter of convenience, and in no event shall Company be responsible for any content, products, or other materials on or available from such sites. Company provides products to you pursuant to the terms and conditions of this Agreement. You recognize, however, that certain third-party providers of ancillary software, hardware or services may require your agreement to additional or different license or other terms prior to your use of or access to such software, hardware or services.

10. Ordering Disclaimer

Your electronic order confirmation, or any form of confirmation, does not signify our acceptance of your order. Company reserves the right to accept or deny shipment to anyone for any reason. Company reserves the right to require additional information before processing any order. If an order appears fraudulent in any way, Company reserves the right to cancel the order, notify the card holder and the proper authorities.

11. Disclaimers of Warranty

Any applications, policy forms, or other documents on this website are for general information only. Customers and policyholders are hereby advised that https://www.fliprogram.com/ does not warrant that forms on this website are https://www.fliprogram.com/ current forms, represent coverage provided to any insured, or are consistent with any present, future, local, state, or federal statutes, administrative rules, or prevailing case law. The descriptions of insurance coverage are general in nature and are not a replacement for actual policy language. Accordingly, we strongly recommend that you consult your attorney concerning any forms.

COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. COMPANY DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE WEBSITE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE WEBSITE OR COMPANY’S INSURANCE PRODUCTS WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY INSURANCE PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) THE USE OF THE WEBSITE OR OTHER MATERIALS FOR THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE, (F) ERRORS OR DEFECTS WILL BE CORRECTED, OR (G) THE SERVICE OR THE SERVER(S) THAT MAKE THE POLICY AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY COMPANY.

12. Limitation of Liability

IN NO EVENT SHALL EITHER PARTY OR THIRD PARTY CONTENT PROVIDERS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING DEFECTS, DELAYS, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS WEBSITE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE WEBSITE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE WEBSITE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN ANY INFORMATION CONTAINED HEREIN, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN AN ACTION UNDER CONTRACT, TORT, OR ANY OTHER THEORY, EXCEED $100.00. Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential or certain other types of damages, so the exclusions set forth above may not apply to you.

13. Term and Termination

Subject to the termination provisions below, the initial term of the Policy will begin upon the Effective Date and will continue for the term you chose on the Order Form (the “Term”). The Term will be automatically renewed, unless the Agreement is terminated prior to the expiration of the Term. If you decide not to renew, then you must provide written notice prior to the expiration of the then current Term. Company may terminate this Agreement with immediate effect upon written notice to Customer, if Customer: (a) fails to pay any amount when due under this Agreement and such failure continues for 10 days after Customer’s receipt of written notice of nonpayment; (b) has not otherwise performed or complied with any of this Agreement, in whole or in part; or (c) becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors. The Company reserves the right to take appropriate legal action, including without limitation all civil, criminal, and injunctive relief. All of these terms will survive any termination of your access to the website or this Agreement, regardless of the reasons for its expiration or termination, in addition to any other provision which by law or by its nature should survive.

14. Indemnification

Customer will defend, indemnify, and hold harmless the Company, our members, affiliates, directors, officers, employees, attorneys, agents, representatives, suppliers, service providers, licensors, contractors, and successors and assigns (collectively, Indemnified Parties”) from any claims, liabilities, damages, judgments, settlements, awards, interest, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your use of, or conduct in connection with, the Website, other than as expressly authorized; any breach of any representation, warranty in violation of this Agreement; or your violation of applicable law or regulations. If you are obligated to indemnify any Indemnified Party, the Company will have the right, in its sole discretion, to control any action or proceeding and to determine whether the Company wishes to settle, and if so, on what terms.

15. Coverage Territory

Your policy coverage territory is the United States (its territory and possessions), Puerto Rico, and Canada. There is no liability or business personal property coverage for losses that occur outside the coverage territory. Please refer to your policy for a complete list of exclusions, conditions and definitions.

16. Modification to Terms

Company reserves the right to modify the terms and conditions of this Agreement or its policies relating to its products and services at any time, effective upon posting of an updated version of this Agreement on the https://www.fliprogram.com/ website. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.

17. Governing Law and Jurisdiction

All matters relating to the website and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Utah without regard to its conflict of law provisions (whether of the State of Utah or any other jurisdiction). Any legal suit, action, or proceeding arising out of or relating to the website and this Agreement shall be instituted in the federal courts located in Utah County or the courts of the State of Utah in each case located in Utah County, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

18. General

Any right or remedy of the Company set forth in these Terms is in addition to, and not in lieu of, any other right or remedy whether described in these Terms, under applicable law or in equity. You may not assign or transfer any right to use the website or any Policy, or any of your rights or obligations under this Agreement, without our express prior written consent. We will have no responsibility or liability for any failure or delay in performance of the Website or Policy, or any loss or damage that you may incur, due to any circumstance or event beyond our control, including without limitation any flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure, or equipment or software malfunction. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between you and Company as a result of this Agreement or use of this website. The failure of Company to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Company in writing. This Agreement, together with any applicable form and policies, comprises the entire agreement between you and Company and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.

19. Questions or Additional Information

If you have questions regarding this Agreement or wish to obtain additional information, please send an e-mail to info@fliprogram.com.