Terms Of Service

In this Agreement, Flair, Inc. and Flair Portal, LLC together refer to “Flair”, “Company”, “we,” “us” or “our”. Flair operates flairexchange.com (the “Site”). This is a formal agreement and it governs your participation in and/or use of those services or benefits available at Flair also known as Flair Exchange. By participating in or using the services or features of Company, or by uploading any content or using any of our other services, you are agreeing to be bound by the terms of this Agreement. If you do not wish to become bound by this Agreement, do not access the Company’s Site and do not use any of our services.

The Service is offered subject to acceptance without modification of all of the terms of this Agreement, INCLUDING THE BINDING ARBITRATION PROVISION CONTAINED IN DISPUTE RESOLUTION SECTION and the Privacy Policy and any document incorporated by reference. Policies published by Flair from time to time or additional terms are incorporated by reference. Such policies and terms may be updated from time to time by service providers, or by Flair in accordance with Modification of Term of Service section below. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review the Dispute Resolution section below for more details.

You represent and warrant that if you are an individual, you are of legal age to form a binding contract and that all registration information you submit is accurate and truthful. Flair may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. agree that you are responsible for compliance with any applicable local laws. This provision is void where prohibited by law and the right to access the Service is revoked in such jurisdictions.

As a condition of use, you promise not to use the Service for any purpose that is prohibited by the Terms of Service. You are responsible for all of your activity in connection with the Service. For purposes of the Terms of Service, the term "Content" includes, without limitation, any User Submissions (defined below), videos, audio clips, written forum comments, information, data, text, photographs, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible by Flair or its partners on or through the Service.

By way of example, and not as a limitation, you shall not (and shall not permit any third party to) upload, download, post, submit, provide or otherwise distribute or facilitate distribution of any Content on or through the Service, including without limitation any User Submission, that:

(a) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity or violates any law or contractual duty;

(b) you know is false, misleading, untruthful or inaccurate;

(c) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, offensive, or profane;

(d) constitutes unsolicited or unauthorized advertising or promotional material or any junk mail, spam or chain letters;

(e) contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of Flair or any third party;

(f) impersonates any person or entity, including any employee or representative of Flair ; or

(g) would thereby render all or any part of any investment or donation made hereunder non-receptible by a registered charity under applicable law; nor shall you take any other action that causes any of the foregoing.

Additionally, you shall not: (i) take any action that imposes or may impose (as determined by Flair in its sole discretion) an unreasonable or disproportionately large load on Flair 's (or its third party providers') infrastructure; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures Flair may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service); (iv) run Maillist, Listserv, any form of auto-responder or "spam" on the Service; or (v) use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Site.

You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state/provincial, national and international laws and regulations.

You may browse the Site and view Content without registering, but as a condition to using certain aspects of the Service, you may be required to register with Flair and select a password and screen name ("User ID"). You shall provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Service, which may result in immediate termination of your Flair account.

You shall not (i) select or use as a User ID or domain a name of another person with the intent to impersonate that person; (ii) use as a User ID or domain a name subject to any rights of a person other than you without appropriate authorization; or (iii) use as a User ID or domain a name that is otherwise offensive, vulgar or obscene. Flair reserves the right to refuse registration of, or cancel a User ID and domain in its sole discretion. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your Flair password. You shall never use another user's account without such other user's express permission. You will immediately notify Flair in writing of any unauthorized use of your account, or other account related security breach of which you are aware.

The Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. These other websites are not under Flair's control, and you acknowledge that Flair is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Flair or any association with its operators. You further acknowledge and agree that Flair shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Content, goods or services available on or through any such website or resource.

You agree that the Service contains Content specifically provided by Flair or its partners and that such Content may be protected by copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws in your location and elsewhere. You shall abide by and maintain all = copyright notices, information, and restrictions contained in any Content accessed through the Service.

Flair respects the intellectual property of others, and we ask our users to do the same. Flair may, in appropriate circumstances and at its discretion, terminate the accounts of users who infringe the intellectual property rights of others. Flair will remove infringing materials in accordance with the applicable laws if properly notified that Content infringes copyright.

Notifying Flair of Copyright Infringement: To provide Flair notice of an infringement, you must provide a written communication to the attention of Compliance Department care of info@flairexchange.com that sets forth the information reasonably required by Flair. Please note that we may post your notification, with personally identifiable information redacted, to a clearinghouse. Please also note that you may be liable for damages (including costs and legal fees) if you materially misrepresent that an activity is infringing your copyright. Providing Flair with Counter-Notification: If you feel that your material does not constitute infringement, you may provide Flair with a counter notification by written communication to the attention of Compliance Department at info@flairexchange.com that sets forth the information reasonably required by Flair.

Please note that you may be liable for damages (including costs and legal fees) if you materially misrepresent that an activity is not infringing the copyrights of others. If you are uncertain whether an activity constitutes infringement, we recommended seeking advice of counsel. Any person who knowingly materially misrepresents that material or activity is infringing or was removed or disabled by mistake or misidentification may be subject to liability.

The Service provides you with the ability to upload your Content to the Site. As a Founder (“Entrepreneur” or “Issuer”), you represent and warrant that you have all necessary rights and licenses to submit and upload such Content to the Site, and to make it available in connection with the Service. Flair will not have any ownership rights in Content submitted by you. However, Flair needs the following license to perform the Service. You hereby grant to Flair the worldwide, non-exclusive, royalty-free, right to publish and host the Content that you submit in connection with the Service.

The Service may provide users with the ability to add, create, upload, submit, distribute, collect, or post Content to the Site (collectively, the "User Submissions"). As a user, you represent and warrant that you have all necessary rights and licenses to submit and upload such User Submissions to the Site, and to make it available in connection with the Service. Flair will not have any ownership rights in such User Submissions.

Flair does not endorse and has no control over any Content or User Submission. Flair cannot guarantee the authenticity of any data that users may provide about themselves. You acknowledge that all Content and User Submissions accessed by you using the Service is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom.

Flair does not guarantee that any Content or User Submissions will be made available on the Site or through the Service. Flair has no obligation to monitor the Site, Service, Content, or User Submissions. However, Flair reserves the right to (i) remove, edit or modify any Content or User Submissions in its sole discretion, from the Site or Service at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if Flair is concerned that you may have violated the Terms of Service), or for no reason at all and (ii) to remove or block any User Submissions from the Service.

You understand that Flair, Inc. runs flairexchange.com and is the parent company of Flair Portal LLC. Flair Portal is a Securities and Exchange Commission (“SEC”) registered funding portal (CRD #7028689) and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”). You further acknowledge that Flair Portal operates sections of Flair Exchange and acts as an intermediary through which Issuers offer and sell their securities to potential investors pursuant to Section 4(a)(6) of the Securities Act of 1933, as amended. You understand that Flair must submit certain information and materials to the FINRA and the SEC.

You acknowledge that securities offered on the Site have not been recommended or approved by any federal or state securities commission or regulatory authority. Flair helps privately held small businesses issue equity and debt securities such as revenue sharing notes to investors. Flair does not provide any form of investment advice or recommendation to any person, and does not provide any legal or tax advice with respect to any securities. You acknowledge that all offer and sale of securities on the Site are regulated by Federal, and State Law and that you MUST COMPLY WITH ALL SECURITIES LAW IF YOU USE THE SERVICES AVAILABLE THROUGH THE SITE.

EACH INVESTOR IS STRONGLY ADVISED TO CONSULT LEGAL, TAX, INVESTMENT, ACCOUNTING AND/OR OTHER PROFESSIONALS BEFORE INVESTING, AND TO CAREFULLY REVIEW ALL THE SPECIFIC RISK DISCLOSURES PROVIDED AS PART OF ANY OFFERING MATERIALS, AND TO ASK EACH ISSUER OFFERING SECURITIES ANY QUESTIONS OR FOR ADDITIONAL INFORMATION PRIOR TO MAKING AN INVESTMENT. EACH INVESTOR IS STRONGLY ADVISED TO READ THE EDUCATIONAL MATERIALS AND FAQS BEFORE INVESTING.

You represent that an investment in a single company or multiple companies (each, an “Issuer,” “Entrepreneur” or “Business”) on the Site involves high risk, regardless of any assurance provided by the Issuer. There can be no assurance that (i) any information or projection by the Issuer has been validated or is reliable, (ii) an Issuer will accomplish its business goals, or (iii) an Investor will receive a return of any part of its investment. These considerations, among others, should be carefully evaluated before making an investment in an Issuer through its offering on the Site.

You represent the value of an Investor’s investment in new concepts and initiatives may be susceptible to factors affecting the industry and/or to risk greater than an investment in a product that invests in a broader range of securities. For example, new concepts might have exposure to government regulation, making these companies susceptible to changes in government policy and delays or failures in securing regulatory approvals.

You understand that many tax risks relate to investments in Regulation Crowdfunding Offerings are difficult to address and complicated. You should consult your own legal, tax and financial advisors.

Further, you understand that you will be subject to the rolling twelve-month investment limitations of Regulation CF. You understand that any securities issued in an offering conducted under Regulation Crowdfunding are subject to a one-year restriction on transfer, unless such transfer is made: (i) to the issuer of the securities; (ii) to an accredited investor; (iii) as part of a registered offering; or (iv) to a family member of the purchaser or certain trusts. You understand that investments on the Site should be viewed as illiquid investments meaning you cannot sell the securities quickly and there may be no market for the investments when you are able to resell.

You should carefully read the educational materials and FAQs available in the Site, and risks factors in each offering, including Form C, before making investments.

You acknowledge that no governmental agency has reviewed the investment opportunities posted on this Site and no state or federal agency has passed upon either the adequacy of the disclosure contained therein or the fairness of the terms of any such investment opportunity. You understand that the exemptions relied upon for the investment opportunities posted on the Site are significantly dependent upon the accuracy of the representations of the Issuers offering securities through the Site. These risks highlighted in each offering are non-exhaustive and are intended to highlight certain risks associated with investing in securities that are not registered with the SEC.

You understand that Flair Inc. runs flairexchange.com and is the parent company of Flair Portal LLC. You acknowledge that Flair Portal is an SEC registered funding portal and operates sections of Flair Exchange and acts as an intermediary through which Issuers offer and sell their securities to potential investors. YOU UNDERSTAND THAT FLAIR, INC. IS NOT REGULATED AS EITHER A “BROKER”, “DEALER” OR “FUNDING PORTAL,” AS THOSE TERMS ARE DEFINED IN SECTION 3(A) SECURITIES ACT OF 1934, AS AMENDED.

You acknowledge that you read the Terms of Service and understand that the Terms of Service govern your use of the Site and the Services. You acknowledge that if you are using the Site as a representative of the issuer that the agreement will herein shall include you as a representative and the entrepreneur.

You agree to provide Flair with accurate and complete information about your venture. You agree to inform Flair in a timely manner of any material changes and that you will update the information on the Site at once. You agree that you are fully responsible for the accuracy of all the materials and information that you provided Flair and that you are fully responsible to remove any untrue or misleading information. You agree to take full responsibility for any consequences or claim related to investors relying on the misleading and untrue information.

YOU UNDERSTAND THAT OFFERINGS AND SALE OF SECURITIES ARE REGULATED BY FEDERAL AND STATE LAW AND THAT YOU MUST USE THE SERVICES IN THE SITE IN COMPLIANCE WITH APPLICABLE SECURITIES LAW. You understand that pursuant to Reg CF, each Issuer that posts offerings of securities on the Site is required to annually file with the SEC a Form C-AR and financial statements no later than 120 days after the end of the Issuer’s fiscal year. Issuers can stop filing annual reports in the event (i) that you have fewer than 300 stockholders of record after filing at least one Form C-AR in the last year, (ii) the business total assets are equal to or less than $10 million after filing a Form C-AR for at least three years prior, (iii) you undergo a liquidation or dissolution or (iv) you or another party repurchased all of the securities issued in reliance upon Regulation CF, including any payment in full of debt securities or any complete redemption of redeemable securities.

You understand that Flair Inc. runs flairexchange.com and is the parent company of Flair Portal LLC. You acknowledge that Flair Portal is an SEC registered funding portal and operates sections of Flair Exchange and acts as an intermediary through which Issuers offer and sell their securities to potential investors. YOU UNDERSTAND THAT FLAIR, INC. IS NOT REGULATED AS EITHER A “BROKER”, “DEALER” OR “FUNDING PORTAL,” AS THOSE TERMS ARE DEFINED IN SECTION 3(A) SECURITIES ACT OF 1934, AS AMENDED.

Flair reserves the right to charge fees for the Service on the Site and may change the fees. You will have the opportunity to review and accept the fees before making the payment. All fees are in U.S. currency unless otherwise stated and are non-refundable. For investors’ repayment, you agree that if there is a change in your bank account you must update or edit your information by accessing your account profile. YOU ACKNOWLEDGE THAT Flair DOES NOT GUARANTEE OF ANY REPAYMENT ON YOUR INVESTMENT AND YOU CAN LOSE YOUR ENTIRE INVESTMENT. You agree that you are responsible for paying all sales taxes and duties that are imposed or levied by using the Site and the Service.

Flair may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. YOU ACKNOWLEDGE THAT FLAIR IS DEMANDED BY FEDERAL SECURITIES LAW TO COLLECT CERTAIN INFORMATION ABOUT YOU WHEN YOU REGISTER AND CREATE A PROFILE. YOU ACKNOWLEDGE THAT FLAIR IS PROHIBITED BY FEDERAL SECURITIES LAW TO DISCARD CERTAIN DATA FOR FIVE YEARS FROM THE DATE YOU DECIDE TO TERMINATE YOUR ACCESS. If you wish to terminate your account, you may do so by sending us email with your request to info@flairexchange.com. Any fees paid hereunder are non-refundable. All provisions of the Terms of Service which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Flair has no special relationship with or fiduciary duty to you. You acknowledge that Flair has no control over, and no duty to take any action regarding: which users gain access to the Site; what Content you access via the Site; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content.

You release Flair from all liability for you having acquired or not acquired Content through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate.

Flair makes no representations concerning any Content contained in or accessed through the Site, and Flair will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site or the Service.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" AND IS WITHOUT WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES OR CONDITIONS IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. Flair, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. Flair MAKES NO GUARANTEE OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEBSITE LINKED TO THE SITE.

Flair will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Flair 's equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.

You shall defend, indemnify, and hold harmless Flair, its affiliates and each of its, and its affiliates' employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys' fees, that arise from or relate to your use or misuse of, or access to, the Site, Service, Content or otherwise from your User Submissions, violation of the Terms of Service, or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Flair reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Flair in asserting any available defenses.

IN NO EVENT SHALL Flair , NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $100 USD. SOME STATES AND PROVINCES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Accessing the Service is prohibited from territories where such Content is illegal. If you access the Service from those territories, you do so at your own initiative and are responsible for compliance with local laws.

By using the Services, you consent to receive from Flair all communications including notices, agreements, legally required disclosures or other information in connection with the Services (collectively, "Contract Notices") electronically. Flair may provide such electronic Contract Notices by posting them on the Flair Site. If you desire to withdraw your consent to receive Contract Notices electronically, you must discontinue your use of the Flair Site and Services.

These Terms of Service (and any further rules, policies or guidelines incorporated by reference herein) shall be governed by and construed in accordance with the laws of State of Delaware, without giving effect to any principles of conflicts of law. You agree that Flair (and all Services) is deemed a passive website that does not give rise to personal jurisdiction over Flair or its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders, either specific or general, in any jurisdiction.

YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. You hereby irrevocably waive any right you may have to trial by jury in any such dispute, action or proceeding. Please review the Dispute Resolution section below for more details.

In the event of any claim, controversy or alleged dispute between you and Flair, its members or affiliates (“Dispute”), you hereby agree to attempt in good faith to amicably resolve any Dispute at least 30 days before instituting any legal proceeding. Each party agree (a) Any controversy or claim arising out of this Agreement or any alleged breach of this Agreement shall be resolved by means of binding arbitration before a single arbitrator (a) in accordance the American Arbitration Association, including the Optional Rules for Emergency Measures of Protection (b) with respect to offerings made pursuant to Regulation Crowdfunding where FINRA accepts jurisdiction over such arbitration, in accordance with FINRA’s arbitration rules. Any such arbitration may only be commenced within one year after the party requesting arbitration obtains knowledge of the cause of action forming the basis of the controversy or claim accrued. No demand for arbitration may be made after the date when the institution of legal or equitable proceedings based on such claim or dispute would be barred by the applicable statute of limitation. The arbitrator is not authorized to award punitive or other damages not measured by the prevailing party’s actual damages. (b) A party may apply to the arbitrator seeking injunctive relief until an arbitration award is rendered or the dispute is otherwise resolved. A party also may, without waiving any other remedy, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party pending the arbitrator’s appointment or decision on the merits of the dispute. If the arbitrator determines that a party has generally prevailed in the arbitration proceeding, then the arbitrator shall award to that party its reasonable out-of-pocket expenses related to the arbitration, including filing fees, arbitrator compensation, attorney’s fees and legal costs. (c) The arbitrator shall issue a reasoned award. Judgment upon the arbitrator’s award may be entered in any court having jurisdiction. The arbitration proceedings and arbitrator’s award shall be maintained by the parties as strictly confidential, except as is otherwise required by court order or as is necessary to confirm, vacate or enforce the award and for disclosure in confidence to the parties’ respective attorneys, tax advisors and senior management and to family members of a party who is an individual. (d) The arbitrator shall require exchange by the parties of (i) the name and, if known, address and telephone number of each person likely to have knowledge of relevant information, identifying the subjects of the information, and (ii) non-privileged documents, including those in electronic form, that are relevant to the issues raised by any claim, defense or counterclaim or on which the producing party may rely in support of or in opposition to any claim, defense or counterclaim. The arbitrator shall limit such production based on considerations of unreasonable expense, duplication and undue burden. These exchanges shall occur no later than a specified date within 60 days following the appointment of the arbitrator. At the request of a party, the arbitrator may at his or her discretion order the deposition of witnesses. Depositions shall be limited to a maximum of three depositions per party, each of a maximum of four hours duration, unless the arbitrator otherwise determines. The arbitrator may allow such other discovery as he or she determines is reasonably necessary for a fair determination of the dispute. Any dispute or objections regarding discovery or the relevance of evidence shall be determined by the arbitrator. All discovery shall be completed within 120 days following the appointment of the arbitrator, unless the arbitrator otherwise determines.

The above resolution will not waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) bring a proceeding seeking preliminary injunctive relief in a court having jurisdiction thereof which shall remain in effect until a final award is made in the arbitration.

The Terms of Service are the entire agreement between you and Flair with respect to the Service and use of the Site, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and Flair with respect to the Site. If any provision of the Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms of Service will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

Flair shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Flair's reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference). The Terms of Service are personal to you, and are not assignable or transferable by you except with Flair 's prior written consent. Flair may assign, transfer or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms of Service and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the Terms of Service, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under the Terms of Service will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.

Flair reserves the right, at its sole discretion, to modify or replace any of the Terms of Service, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you an email. Flair may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. It is your responsibility to check the Terms of Service periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Service constitutes acceptance of those changes.

If you have a question or concern about any collection, use, or disclosure of personal information by Flair, or about a request for access to your own personal information, please contact us using the contact form or send us email to info@flairexchange.com.