Terms of Service
Résumé Upgrade Terms and Conditions
Welcome to hiipSF LLC d/b/a Nicole Flowers Consulting (“Nicole Flowers”). This page constitute the terms and conditions under which you may access nicoleflowers.com (the “Site”) and use the information contained therein (the “Services”). Please read these terms and conditions of use (“Terms”) carefully before using the Site or services available from or through it. The Site is owned and operated by Nicole Flowers (referred to as the “Company”). “You” are the person or entity using the Site. PLEASE READ THESE TERMS OF USE AND SERVICE CAREFULLY BEFORE ACCESSING OR USING THIS WEBSITE.
You understand that by making a purchase through nicoleflowers.com, by using the Site (including any content provided therein), Services, or your account or by posting any materials on the Site, you are agreeing to be bound by these Terms. If you do not accept these Terms in their entirety, you may not access or use the Site and its Services. If you agree to these Terms on behalf of a business, you represent and warrant that you have the authority to bind that business to these Terms and your agreement to these terms will be treated as the agreement of the business. In that event, “you” and “your” refer herein to that business.
NOTE: THESE TERMS AND CONDITIONS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING A CLASS ACTION WAIVER THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS AND CONDITIONS AND WITH RESPECT TO ANY AND ALL DISPUTES YOU MAY HAVE WITH NICOLE FLOWERS. YOU MAY OPT OUT OF THE BINDING INDIVIDUAL AGREEMENT TO ARBITRATE AS PROVIDED BELOW.
Ordering Obligations
In consideration of your use of the Site, you agree to provide true, accurate and complete information about yourself as prompted by the Site or ordering process. The Company has the right to deny you access to the Site or reject your order if your information is untrue, inaccurate or incomplete. You must be age 18 or older to register for the Site. When entering the Site, you acknowledge that you are age 18 or older.
Agreement to Deal Electronically
The Company may keep records of any type of communication conducted (information is sent or received) via the Site. All electronic records are deemed sent when they are properly addressed to the recipient and the record enters an information processing system outside the control of the sender or the record enters a region of an information processing system under the recipient’s control. All electronic records are deemed received when the record enters an information processing system that the recipient has designated or uses for the purpose of receiving electronic records or information of the type sent, in a form capable of being processed by that system, and from which the recipient is able to retrieve the electronic record.
Limited non-Commercial License to Use Site
The Company hereby grants you the limited right to view and use the Site only for the purposes of accessing information for career purposes. The Company reserves the right to suspend or deny, in its sole discretion, your access to all or any portion of the Site as described in the section entitled Termination or Cancellation of Site Access; Modifications to Site. This license is limited to personal and non-commercial uses by you. Any rights not expressly granted to you herein are reserved to the Company. No portion of this Site is targeted to children, and any minor should seek consent of his or her legal guardian before using this site. Unless you have received specific written permission from the Company, you may not (a) “frame” or otherwise impose editorial comment, commercial material or any information or content on, or in proximity to, content displayed on the Site or (b) alter or modify any content on the Site. Without limiting other restrictions, you agree not to reproduce, transmit, sell, or otherwise exploit the Site for any commercial purpose.
Professional Résumé Writing Service Refund Policy
Nicole Flowers provides professional resume-writing and coaching services. All sales are final. There is no trial or grace period after purchasing the resume-writing service or a coaching package. Nicole Flowers will work with you throughout the Revision Period until you are satisfied with your resume. As a result, there are no refunds once the resume-writing service has been purchased.
Obligations of Users
The Site may allow users to upload, post, and/or distribute user-submitted content, and use of the Site for this purpose is subject to the following conditions:
You understand that all user feedback, data, comments, suggestions, information, text, data, software, sounds, photographs, audio, audiovisual, video, artwork, graphics, messages and other materials of any nature (“Materials”) that are transmitted to or via the Site are the sole responsibility of the person from which the Materials originated. This means you, and not the Company, are entirely responsible for the Materials you transmit through the Site. Further, you understand that by using the Site you may be exposed to Materials that are offensive, objectionable or indecent.
You shall not upload to, distribute through or otherwise publish through the Site any Materials which are indecent, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, harassing, contain expressions of hatred, bigotry, racism or pornography, or are otherwise objectionable, or that would constitute or encourage a criminal offense, violate the rights of any party or violate any law.
Your Materials will not disparage in any manner the Company, its Licensors, or their products, or services and sites. Should we find that you have produced such Materials, your account will be deactivated immediately.
Your Materials shall not infringe the copyright, trademark, publicity/privacy right or other intellectual property right of any third party.
You shall not upload to the Site any Materials that contain viruses or any other computer code, corrupt files or programs designed to interrupt, destroy or limit the functionality or disrupt any software, hardware, telecommunications, networks, servers or other equipment.
Copyrights and Trademarks
EXCEPT AS EXPRESSLY PROVIDED HEREIN BY THESE TERMS, NEITHER THE COMPANY, ITS AFFILIATES, NOR ANY THIRD PARTY HAS CONFERRED UPON YOU BY IMPLICATION, ESTOPPEL OR OTHERWISE, ANY LICENSE OR RIGHT UNDER ANY PATENT, TRADEMARK, COPYRIGHT OR OTHER PROPRIETARY RIGHTS TO USE THE SITE. NO OWNERSHIP RIGHTS ARE OR WILL BE ASSIGNED TO YOU.
The trademarks, service marks and logos used and displayed on the Site are the Company’s, or its subsidiaries’ or affiliates’, registered and unregistered trademarks. The Company is the copyright owner or authorized licensee of all text and all graphics contained on the Site. All trademarks and service marks of the Company, or its affiliates, that may be referred to on the Site are the property of the Company, or one of its affiliates. Other parties’ trademarks and service marks that may be referred to on the Site are the property of their respective owners. The Company aggressively enforces its intellectual property rights. Neither the name of the Company, its affiliates, nor any of the Company’s other trademarks, service marks or copyrighted materials may be used in any way, including in any advertising, hyperlink, publicity or promotional materials of any kind, whether relating to the Site or otherwise, without the Company’s prior written permission, except that a third party website that desires to link to the Site and that complies with the requirements of the Section entitled “Links From Third Party Sites” may use the name “Nicole Flowers Consulting” in or as part of that link.
The Company will not tolerate copyright infringement and reserves the right to block, disable, or otherwise remove any content or materials uploaded to the Site as well as terminate access to the Site if you engage in copyright or other intellectual property infringement. The law provides for civil and criminal penalties for copyright and other intellectual property law infringements.
Displaying, performing, storing, copying, distributing, or otherwise making available or using any content from the Site is prohibited, unless specifically authorized by the Company. Accordingly no such content may be used on another web site without express written permission from the Company.
It is our policy not to permit materials known by us to be infringing to remain on the Site. If you believe that any content on the Site infringes your copyright, please contact the Company’s copyright agent, who can be reached by email at hello@hiipSF.com.
Please be sure to include the following information: (a) a description of the copyrighted work you allege is being infringed upon (and registration information if such work is registered with the copyright office); (b) the location of the allegedly infringing material on the Site, (c) your signature (digital or hard-copy), (d) your address, telephone number, and e-mail address, and (e) a statement (notarized if possible and made under penalty of perjury that): (i) you are the copyright owner or are authorized to act on the copyright owner’s behalf; (ii) you believe in good faith that the rights of the copyright owner are being infringed, and that the uses of the allegedly infringing material are not authorized (either by the copyright owner, its agents, or applicable law).
Submitting Materials and Feedback
Unless you enter into a separate written agreement with the Company, the Company does not claim ownership in Materials you submit, however, by submitting Materials in any form to the Company, in addition to other provisions of the Terms, you automatically grant Company a royalty-free, world-wide, irrevocable, non-exclusive, and assignable right and license to use, copy, reproduce, modify, adapt, publish, edit, translate, create derivative works from, transmit, distribute, publicly display and publicly perform such Materials for the purpose of displaying and promoting the Materials on any website operated by, and in any related marketing materials produced by, the Company and its affiliates. You also automatically grant Company a royalty-free, world-wide, irrevocable, non-exclusive, and assignable right and license to share your materials with third-party partners in the talent, recruiting, and human resource spaces.
The Company owns all rights in any form, media, or technology incorporating the Materials, Upon your payment of fees, the Company grants you an express, non-exclusive, non-assignable, and non-sub-licensable right and license under Company’s intellectual property to use any materials drafted by the Company specifically for you. This license is limited to personal and non-commercial uses by you.
We hold the rights to use all comments, feedback, and ratings about our services for marketing purposes. In the event that feedback, ratings and comments are used in company marketing materials, we hold the right to use first names for our purposes and will keep all other personal information confidential.
Indemnity
You agree to indemnify and hold the Company, its parent company, affiliates, officers, agents, partners and employees harmless from any claim or demand, including reasonable attorneys fees, arising out of your content and materials, your use of the Site, your violation of these Terms or your violation of any third party’s rights including such party’s copyrights and trademarks.
Disclaimer of Warranties
EXCEPT IF EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY, THE SITE, SERVICES, AND MATERIALS ARE PROVIDED TO YOU “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF THE COMPANY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. EXCEPT FOR THE GUARANTEE SET FORTH ABOVE IN THE SECTION TITLED “PROFESSIONAL RESUME WRITING SERVICE REFUND POLICY”, THE COMPANY GIVES NO WARRANTIES OR GUARANTEES REGARDING THE EFFECTIVENESS OR TIMELINESS OF THE SERVICES IN MEETING YOUR EMPLOYMENT NEEDS. THE COMPANY DOES NOT GUARANTEE THAT THE SERVICES WILL RESULT IN YOUR BEING HIRED, POSITIONS BEING FILLED, OR EMPLOYEES BEING RETAINED, AND THE COMPANY IS NOT RESPONSIBLE OR LIABLE FOR ANY BUSINESS, EMPLOYMENT, HIRING, SALARY AND/OR OTHER COMPENSATION DECISIONS THAT YOU MAKE, REGARDLESS OF THE REASON MADE.
Assumption of Risks
YOU AGREE TO ASSUME ALL RISKS THAT THE SITE, AND RELATED INFORMATION ARE SUITABLE OR ACCURATE FOR YOUR NEEDS AND WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. ANY APPLICATIONS DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SITE ARE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR LOSS OF DATA. BY PARTICIPATING IN EMAIL EXCHANGES OR VISITING CHAT ROOMS YOU MAY BE EXPOSED TO RUDE, CRUDE, INDECENT, OR OTHER OFFENSIVE LANGUAGE OR REFERENCES. YOU AGREE THAT THE COMPANY, SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE OF ANY SORT RELATING TO YOUR DEALINGS WITH ANY THIRD PARTY ADVERTISER OR CONTENT PROVIDER ON THE SITE.
No Damages
TO THE MAXIMUM EXTENT ALLOWED BY LAW, YOU AGREE THAT NEITHER THE COMPANY NOR ANY OF THE COMPANY’S OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, PARTNERS AND/OR SUPPLIERS WILL BE LIABLE TO YOU AND/OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF PRIVACY OR FOR FAILURE TO MEET ANY DUTY, INCLUDING, BUT NOT LIMITED TO, ANY DUTY OF GOOD FAITH, LACK OF NEGLIGENCE OR OF WORKMANLIKE EFFORT) WHATSOEVER THAT MAY ARISE OUT OF OR BE RELATED TO THE SITE, SERVICES, AND/OR MATERIALS AND/OR ANY RELATED INFORMATION, OR TO ANY BREACH OF THESE TERMS, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, THE LIABILITY OF THE COMPANY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
Limitation of Liability and Exclusive Remedy
YOU AGREE THAT YOUR SOLE REMEDY FOR ANY BREACH OF THESE TERMS BY THE COMPANY, OR ANY OF THE COMPANY’S, AFFILIATES OR AGENTS SHALL BE, AT THE COMPANY’S OPTION, (1) SUBSTITUTION OR REPLACEMENT OF ALL OR PART OF THE APPLICATION OR PRODUCT THAT GIVES RISE TO DAMAGES INCURRED BY YOU IN REASONABLE RELIANCE ON THE COMPANY/ REWRITING YOUR resume AGAIN FREE OF CHARGE; OR (2) REFUND OF THE AMOUNT THAT YOU PAID TO THE COMPANY YOU AGREE THAT THE DAMAGE EXCLUSIONS IN THESE TERMS SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Your Representations and Warranties
You represent and warrant for the benefit of the Company, the Company’s suppliers, and any third parties mentioned on the Site, in addition to other representations and obligations contained in these Terms, that: (a) you possess the legal right and ability to enter into and make the representations and warranties contained in these Terms; (b) all information submitted by you to the Site is true and accurate; (c) you will not use the Site for any purpose that is unlawful or prohibited by these Terms; (d) you are the owner of the Materials and they are original to you; (e) the Materials do not infringe any third party right, such as copyright, trademark, and publicity/privacy right; (f) the Materials do not constitute defamation or libel or otherwise violate the law, and (g) you agree to defend, indemnify, and hold the Company (and its employees, representative, agents, and assigns) harmless from breaches of (a) through (g).
Links to Third Party Sites
The Site contains links to third party sites that are not under the control of the Company and the Company is not responsible for any content on any linked site. If you access a third party site from the Site, then you do so at your own risk. Company provides links only as a convenience and the inclusion of the link does not imply that Company endorses or accepts any responsibility for the content on those third party sites. Additionally, your dealings with or participation in promotions of advertisers found on the Site, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Company shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.
Links from Third Party Sites
If a third party links to the Site, it is not necessarily an indication of an endorsement, authorization, sponsorship, affiliation, joint venture or partnership by or with the Company. In most cases, the Company is not even aware that a third party has linked to the Site. A third party website that links to the Site: (a) may link to, but not replicate, the Company’s content, (b) may not create a browser, border environment or frame the Company’s content, (c) may not imply that the Company is endorsing it or its products or services, (d) may not misrepresent its relationship with the Company, (e) may not present false or misleading information about the Company’s Services, (f) should not include content that could be construed as distasteful, offensive or controversial, and (g) should contain only content that is appropriate for all age groups.
International Usage
This Site is controlled and operated by the Company from its offices within the United States of America. The Company makes no representation that the Site, Services, or any related information offered by the Company are appropriate or available in other locations. Those who choose to access the Site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. You may not use or export the Services on the Site in violation of U.S. export laws and regulations. You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which you reside (if different from the United States).
Governing Law; Exclusive Jurisdiction
These Terms shall be governed by the laws of the State of California without regard to its conflict of law provisions that would give rise to the substantive law of another jurisdiction. Any disputes arising under or related in any way to these Terms, the Site, or any Services shall be resolved solely through binding arbitration in San Francisco County, California, in accordance with the provisions below.
Dispute Resolution and Agreement to Arbitrate; Class Action Waiver
Please read the following carefully. It affects your rights.
Most problems that users encounter can be resolved quickly and to a user’s satisfaction by contacting us at hello@hiipSF.com. You and Nicole Flowers each agree that any and all disputes or claims that have arisen or may arise between you and Nicole Flowers shall be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert claims in small claims court, if your claims qualify. The United States Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.
Arbitration is more informal than a lawsuit in court. There is no judge or jury in arbitration, and by agreeing to arbitration, you and Nicole Flowers waive the right to a judge or jury. Instead, arbitration uses a neutral arbitrator to decide the dispute, and court review of an arbitration award is limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator also must follow these Terms and Conditions as a court would. You have the right to opt-out of this Agreement to Arbitrate (as explained below), which means that you would retain your right to litigate your disputes in a court, either before a judge or jury.
For the purpose of this provision, “Nicole Flowers” means Nicole Flowers and its parents, subsidiaries and affiliated companies, and each of their respective officers, directors, employees and agents. The term “Dispute” means any dispute, claim, or controversy between you and Nicole Flowers regarding any aspect of your relationship with Nicole Flowers, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory, and includes the validity, enforceability, or scope of this provision (with the exception of the enforceability of the Class Action Waiver clause below). “Dispute” is to be given the broadest possible meaning that will be enforced, and shall include any claims against other parties relating to services or products provided or billed to you (such as Nicole Flowers’ licensors, suppliers, dealers, or third party vendors) whenever you also assert claims against us in the same proceeding.
WE EACH AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.
Pre-Arbitration Claim Resolution
If you have a Dispute with Nicole Flowers, you must first give us an opportunity to resolve the Dispute before filing an arbitration claim (or any other legal proceeding if you elect to violate the obligation to arbitrate your Dispute). You do that by sending a notice to hello@hiipSF.com. That notice must include (1) your name, (2) your address, telephone number, and e-mail address (if not apparent from the sent email), (3) a description of your claim, and (4) a description of the specific relief you are asking for. If Nicole Flowers does not resolve the Dispute within 45 days after it receives your notice, you may pursue your Dispute through arbitration. You may pursue your Dispute in a court only under the circumstances described below.
Arbitration Procedures
If this Section applies and the Dispute is not resolved through Pre-Arbitration Claim Resolution (above), then either you or Nicole Flowers may initiate arbitration proceedings.
The American Arbitration Association (the “AAA”) or JAMS will arbitrate all Disputes. For arbitration before AAA, the AAA’s Supplementary Procedures for Consumer-Related Disputes existing as of the time of the filing of the arbitration will apply. The AAA rules are available at www.adr.org or by calling 1-800-778-7879. For arbitration before JAMS, the JAMS Comprehensive Arbitration Rules & Procedures existing as of the time of the filing of the arbitration will apply. The JAMS rules are available at www.jamsadr.com or by calling 1-800-352-5267. This Section will control if it conflicts with the applicable arbitration rules. Under no circumstances will class action procedures or rules apply to the arbitration.
The arbitration shall be commenced as an individual arbitration, and shall in no event be commenced as a class arbitration. All issues shall be for the arbitrator to decide, including the scope of this Section.
To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to Nicole Flowers, Attn: Litigation Department, 1684 Washington Street, San Francisco, CA 94109. The arbitration will be conducted before a single arbitrator in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less, you or Nicole Flowers may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Nicole Flowers, subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by you and/or Nicole Flowers, unless the arbitrator requires otherwise.
Arbitration Award
The arbitrator will not have the power to award relief to, against or for the benefit of any person who is not a party to the arbitration proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. The arbitration award will be final and binding on the parties, except for any right of appeal provided by the Federal Arbitration Act, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.
Payment of Arbitration Fees and Costs
Nicole Flowers will pay all arbitration filing fees and the arbitrator’s costs and expenses upon your written request given prior to the commencement of the arbitration. You are responsible for all additional fees and costs that you incur in the arbitration, including, but not limited to, attorneys’ fees or expert witness fees and expenses. In addition to any rights to recover fees and costs under applicable law, if you provide notice to and negotiate in good faith with Nicole Flowers as provided in the section above titled “Pre-Arbitration Claim Resolution” and the arbitrator concludes that you are the prevailing party in the arbitration, you will be entitled to recover reasonable attorney’s fees and costs as determined by the arbitrator.
Class Action Waiver
YOU AND NICOLE FLOWERS AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND NICOLE FLOWERS AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, ANY RELIEF AWARDED CANNOT AFFECT OTHER NICOLE FLOWERS USERS AND SHALL NOT BE ADMISSIBLE IN ANY OTHER ARBITRATION OR OTHER LEGAL PROCEEDING.
THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). Neither you, nor any other user of the Site can serve as a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.
Jury Waiver
You understand and agree that by entering into this Agreement you and Nicole Flowers are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Agreement to Arbitrate, you and Nicole Flowers might otherwise have had a right or opportunity to bring Disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided in this Section, those rights are waived. Other rights that you would have if you went to court, such as the right to appeal and to certain types of discovery, may be more limited or may also be waived.
Severability
If any clause within this Agreement to Arbitrate (other than the Class Action Waiver clause above) is found to be unenforceable, that clause will be severed from this Section, and the remainder of this Section will be given full force and effect. If the Class Action Waiver clause is found to be unenforceable, this entire Agreement to Arbitrate will be unenforceable and the Dispute will be decided by a court.
Entire Agreement
These Terms, as amended, your registration forms, and the disclosures provided by the Company and the consents provided by you, constitute the entire agreement between you and the Company. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. The Company’s failure to act with respect to a breach by you or others does not waive the Company’s right to act with respect to subsequent or similar breaches.
Amendments
You agree that the Company may amend or modify these Terms or impose new conditions at any time by updating these Terms on the Site or upon notice from the Company to you as published through the Site or by email. Any use of the Site or order by you after such updating shall be deemed to constitute acceptance of such amendments, modifications, or new conditions. If you do not want to be bound by an amendment, you will need to terminate your registration, if any, and refrain from using the Site or using or ordering after that date. No other amendments will be valid unless they are in a paper writing signed by the Company and by you.
Notices
Except as expressly stated otherwise, any notices required or allowed under these Terms shall be given to the Company by postal mail to: 1684 Washington Street, San Francisco, CA 94109, or as to a successor address that the Company makes available on the Site or through other reasonable manner. If applicable law requires that Company accepts email notices (but not otherwise), then you may send the Company email notice using hello@hiipSF.com. With respect to Company’s notices to you, Company may provide notice of amendments by posting them in the Site and you agree to check for changes. Instead or in addition, the Company may give notice by sending email to the email address you provide during registration. Notice shall be deemed given 24 hours after it is posted or an email is sent, unless (as to email) the sending party is notified that the email address is invalid.
Your Consent to These Terms
By accessing and using the Site, you consent to and agree to be bound by the foregoing Terms. If we decide to change these Terms, we will make an effort to post those changes on this web page so that you will always be able to understand the terms and conditions that apply to your use of the Site. For further terms on all coaching services, see below.
If you have additional questions or comments of any kind, or if you see anything on the Site that you think is inappropriate, please let us know by email at hello@hiipSF.com.
Terms of Use
Individual and Group Coaching Terms and Conditions
hiipSF LLC, a California Limited Liability Company (“Nicole Flowers Consulting”, “Nicole Flowers”, “us” or “we”) owns and operates this website and any other web services or products offered by Nicole Flowers Consulting now or in the future, including, but not limited to, its related social media platforms. By accessing, using, downloading, viewing this website, or any of its services, products, classes resources, podcasts, Content (defined below), and/or purchase of our Nicole Flowers Consulting consultations or programs (collectively, the “Site”), you hereby consent and agree to these terms and conditions (“Terms of Use”). The Terms of Use (collectively, the “Terms”) govern your use of the Site, and other free materials and resources provided by the Site, and any other services or Products (defined below) we make available on this Site (collectively, the “Services”). These Terms constitute a legally binding agreement made by and between Nicole Flowers Consulting and the user of this Site (personally and, if applicable, on behalf of the entity for whom you are using the Site; collectively, “you”).
BY ACCESSING OR USING ANY PART OF THE SITE, PRODUCTS, OR SERVICES, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS, WHICH CONTAIN A TERMS OF SALE AGREEMENT, AN ARBITRATION AGREEMENT, A WAIVER OF CLASS-ACTION RIGHTS, AND LIABILITY LIMITATIONS.
If you do not agree to these Terms and to follow all applicable laws, then please cease access or use of the Site and Services immediately.
If you have any questions about these Terms, please contact us by email at hello@hiipSF.com.
If you access any Nicole Flowers Consulting Site on a social media network (such as, without limitation, LinkedIn, Facebook, Twitter, Instagram, or Pinterest), you also consent to and agree to abide by the terms and conditions of that social media network.
Healthcare Acknowledgement and Disclaimer
Nicole Flowers Consulting is not a medical practice, and our principal Nicole Flowers is not a doctor and does not have any licenses as a medical care provider, psychologist, psychiatrist, or otherwise.
No aspect of Nicole Flowers Consulting’s Products or Services are meant to be a substitute for professional advice from your professional care provider and Nicole Flowers Consulting makes no warranties, express or implied, as to the completeness, accuracy, or appropriateness for any purpose of any information or instruction provided through the Services. You are encouraged to consult with your healthcare provider or other professional care provider with any questions or concerns you may have regarding any health condition or any other condition that you may have before taking any action or engaging in any activity or program, including Nicole Flowers Consulting’s Services.
You acknowledge and agree that when taking any action or participating in any activity, routine or program that may be described in the Services that there is the possibility of physical injury, emotional distress and/or death, and you assume the risk and responsibility for any such results.
You should never disregard medical or other professional advice or delay seeking it. Nicole Flowers Consulting’s Services should not be used in lieu of professional advice given by qualified medical professionals such as your doctor or other professional care provider. It is important that the Services are used only in conjunction with qualified medical guidance and guidance provided by other applicable professional care providers.
You hereby release Nicole Flowers Consulting and waive any and all claims against Nicole Flowers Consulting for any damages you may incur arising out of or related to your use of Nicole Flowers Consulting’s consulting Services, Site, or Products. You further agree to indemnify and hold harmless Nicole Flowers Consulting from any damages, liabilities, losses, or other claims incurred by Nicole Flowers Consulting and arising out of or related to your use of Nicole Flowers Consulting’s consulting Services, Site, or Products.
Content on the Site
Intellectual Property Rights. You agree that the Site itself, as well as all content, photographs, sound or videos, media, images, formulas, graphics, webinars, training materials, products, podcasts, services and/or other information and materials, and selection and arrangements thereof is copyrighted work under the United States and other copyright laws, and is the property of or licensed by Nicole Flowers Consulting, made available on the Site or any information, materials, and content transferred via a downloadable file or link by us or other third parties (collectively the “Content”). All trademarks, service marks, and trade names (collectively, the “Marks”) are trademarks or registered trademarks of and are proprietary to Nicole Flowers Consulting or other respective owners that have granted Nicole Flowers Consulting the right to use such Marks. Subject to your compliance with these Terms, we hereby grant you a limited, non-exclusive, non-transferable, and non-sub-licensable, and revocable right to access, view, and use the Site solely for your personal purposes and non-commercial use, and as we otherwise intend. Nicole Flowers Consulting reserves the right to monitor the Services and Content for the purpose of determining that your usage complies with these Terms.
You may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works of, distribute, publicly perform, publicly display, or in any way exploit any of the materials or Content on our Site in whole or in part, other that as necessary for your own personal non-commercial use, without our written consent. Modification of the Content or use of the Content for any other purpose is a violation of the copyright and other proprietary rights of Nicole Flowers Consulting, as well as other authors who created the materials, and may be subject to monetary damages and penalties.
Third-Party Content. Our Site contains Content that we create as may also include Content provided by third parties. We do not monitor, we do not endorse, and we are not liable for any third-party content. There may be some inadvertent accuracies or errors in the content and we do not guarantee the accuracy, integrity, completeness or quality of the content on our Site or located at third party URLs that may be posted on our Site. Nicole Flowers Consulting is not responsible for the content on any linked site or any link contained in a linked site. We do not endorse or accept responsibility for the content of such third-party sites.
Third-Party Services. Third parties may offer their services directly to you through the Site. In such case, you may be required to agree to the third party’s terms of service and/or privacy policy to use the service. Nicole Flowers Consulting will not be liable in any way for the acts or omissions of such third party, the terms of service or privacy policy or its failure to adhere to its terms of services or privacy policy, or any loss, damages, liability or expenses (including attorneys’ fees) that you may incur arising from or related to such third party’s services or products.
Your Conduct on the Site
Eligibility. To use the Site, you must be, and represent and warrant that you are, of legal age (18 years of age or older) and competence. By using the Site on behalf of any third party, you are representing to us that you are an authorized representative of that third party and that your use of the Site constitutes that third party’s acceptance of these Terms. In addition, if you have been previously prohibited from accessing the Site or the website of any of our affiliates, you are not permitted to access the Site.
Account Information. If you create an account, any information that you choose to provide us must be true, accurate, current, and complete. You are entirely responsible for maintaining the confidentiality of your password and account. You are entirely responsible for any and all activities that occur under your account. Your account is non-transferrable. You cannot sell, combine, or otherwise share it with any other person. Any violation of these Terms, including, without limitation, failure to maintain updated and correct information about your account or cause your account to fall out of good standing and we may cancel your account in our sole discretion. When you register with Nicole Flowers Consulting and/or this Site, you expressly consent to receive any notices, announcements, agreements, disclosures, reports, documents, communications concerning new products or services, or other records or correspondence from Nicole Flowers Consulting.
Feedback. If you send comments or suggestions about the Site to Nicole Flowers Consulting, including, but not limited to, notes, text, drawings, images, designs or computer programs, such submissions shall become, and shall remain, the sole property of Nicole Flowers Consulting. No submission shall be subject to any obligation of confidence on the part of Nicole Flowers Consulting. Nicole Flowers Consulting shall exclusively own all rights to (including intellectual property rights thereto), and shall be entitled to unrestricted use, publication, and dissemination as to all such submissions for any purpose, commercial or otherwise without any acknowledgment or compensation to you.
Prohibited Conduct. You agree not to copy or imitate the appearance, design or style of our Site or any Content. The technology and software underlying our Site and the Services are the property of Nicole Flowers Consulting, our affiliates and/or our business partners. You agree that you will not use our Site or its Content to take any of the following actions:
Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of Nicole Flowers Consulting or any other person or entity;
Use the Service or Site or Products commercially.
Reverse engineer, decompile, tamper with or disassemble the technology used to provide the Services or Site or Products (except as and only to the extent any foregoing restriction is prohibited by a non-waivable provision of applicable law);
Interfere with or damage the Services, Site, Products, or underlying any technology;
Impersonate or misrepresent your identity or affiliation;
Attempt to obtain unauthorized access to the Services or Site;
Violate, misappropriate or infringe a third party’s intellectual property or other right, or any social media platform terms;
Violate any law, rule, or regulation;
Transmit executable programming or corrupted files of any kind, including viruses, spyware, trojan horses, Easter eggs or any other similar software or programs that may damage or adversely affect the operation of another person's computer, our Site, software or hardware, third party websites or telecommunications equipment;
Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or the source of software posted or contributed content or other material; or
Engage in any illegal activities.
Use of our Site is subject to existing laws and legal process. Nothing contained in these Terms will limit our right to comply with governmental, court, and law-enforcement requests or requirements relating to your use of our Site.
Privacy Policy
All of the information that we collect from you, such as your e-mail address and related personal information and credit card information, is subject to our privacy policy. Nicole Flowers Consulting’s privacy policy (which describes how we collect, use and disclose your data and your consent to such collection, use, and disclosure) is incorporated into and is a part of these Terms. Please see our full privacy policy here.
Copyright Infringement and Take-down Policy
Infringement Notification. Nicole Flowers Consulting respects the rights of others and we expect users of our Site and Services to do the same. These Terms prohibit the infringement of the copyrights of others, and it is also our policy that we may remove, suspend, terminate access, or take other appropriate action against repeat offenders. We may also remove content that in our sole discretion appears to infringe the intellectual property rights of others.
How to File an Infringement Notification. If you have evidence, know, or have a good faith belief that content residing on or accessible through our Site infringes a copyright which you own or for which you are a designated agent, please send a notice of infringement by email to Nicole Flowers Consulting at hello@hiipSF.com.
Send such notice with the information that sets forth the items specified below:
Identify the copyrighted work claimed to have been infringed. If multiple copyrighted works are covered by a single notification, provide a representative list of such works.
Identify the material that is claimed to be infringing or to be the subject of infringing activity. Include information reasonably sufficient to permit Nicole Flowers Consulting to locate the material. Please provide a URL and screenshots for each item. Include the specific asset(s) or page(s) that you claim to be infringing. Say “entire work” ONLY if all assets/pages in a collection/document are infringing.
Include details of your claim to the material, or your relationship to the material’s copyright holder.
Provide your full name, address, and telephone number should we need to clarify your claim.
Provide a working email address where we can contact you to confirm your claim.
If true, include the following statement: “I have a good faith belief that use of the copyrighted materials described above as the allegedly infringing web pages is not authorized by the copyright owner, its agent, or the law.”
If true, include the following statement: “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the copyright owner to make this complaint.”
Sign the document, physically or electronically.
ANY NOTICE THAT DOES NOT COMPLY WITH THE REQUIREMENTS OF TITLE 17, UNITED STATES CODE, SECTION 512(c)(3) WILL NOT RECEIVE A RESPONSE. NOTHING IN THIS POLICY IS INTENDED TO EXPAND OR SUPPLEMENT THE LEGAL RIGHTS, PROCEDURES AND REMEDIES AUTHORIZED AND GRANTED UNDER THE DMCA. Please note that you may be liable for damages, including but not limited to costs and attorneys’ fees, under the DMCA if you knowingly materially misrepresent: (a) that material on the Site infringes upon your copyright; or (b) that material on the Site was removed or disabled by mistake or misidentification. If a user is found to be an infringer of the copyright rights of others, Nicole Flowers Consulting may terminate access to the user’s account.
Terms of Sale for Services
The following terms apply to your purchase of Services and Products offered on the Site.
Services, Programs and Events. Through the Site, certain programs, e-courses, and consulting services may be offered for purchase, all of which are referred to as Services. The fees for such Services are as listed on the Site. All fees are due at the time of booking the Services unless otherwise indicated on the Site, and Nicole Flowers Consulting will have no obligation to provide Services until such fees are paid. All Services and Products are subject to these Terms of Use.
Services Descriptions. We try to make the Site thorough, accurate, and helpful to our customers. Nonetheless, there may be times when certain information contained on the Site may be incorrect, incomplete, inaccurate, or appear inaccurate because of the browser, hardware, or other technology that you use. We apologize in advance for any such errors that may result in an incorrect price, inaccurate description, item unavailability or otherwise affect your order. We reserve the right to correct errors (whether by changing information on the Site or by informing you of the error and giving you an opportunity to cancel your order) or to update Product information at any time without notice.
Availability and Pricing. Nicole Flowers Consulting reserves the right to change the prices and available Services at any time. Quantities of some Services may be limited and availability cannot always be guaranteed. Services offered for sale on this Site are for sale only in the United States and all prices are quoted in U.S. dollars. We may occasionally make errors in the stated prices on this Site. If a Service’s correct price is higher than the listed price, we will, in our discretion, either confirm the correct price with you or cancel your order and notify you of such cancellation.
Purchasing Products and Services. The display of Services on the Site invites you to make an offer to purchase the Services. Your order is an offer to buy the Services, which we accept only by providing the Services or confirming your request for Services. Any confirmation that you receive after placing an order does not constitute an acceptance of your offer and is subject to correction for any reason.
Orders. We have the right to refuse or limit any orders and limit quantities. We will not be liable if a Service is unavailable or if the date of Services need to be rescheduled. All orders are non-cancelable; we may grant or deny cancellation requests in our sole and absolute discretion. We reserve the right to provide substantially similar Products or Services to fulfill your order.
Rescheduling. Should you need to reschedule a one-on-one Services session, you may do so by providing 24-hour notice in advance of your session by emailing Nicole Flowers Consulting at nicole@hiipSF.com. Sessions not canceled 24 hours in advance will be charged full price. Group Services sessions are not subject to rescheduling, and no refunds are granted if you are unavailable to attend.
Returns. We do not allow returns or substitutions of Services. All sales are final.
Payment. You authorize us (and any payment processor) to charge your payment card for all purchases you make. We accept the forms of payment stated on the Site and, for credit card payments, charge your credit card when your order is processed. The bank issuing your credit card may control when to release funds in the case of an order cancellation or refund. We reserve the right to use the payment information you provide us in connection with this payment to provide better service to you should you wish to use our service again in the future and to protect us from fraud and other losses. Completion of a payment transaction is contingent upon: (a) you providing complete personal, account, transaction and any other information needed, (b) authorization of the payment by your credit or debit card company, and (c) acceptance of your payment. You may cancel your payment prior to your final submission of it to us. We may, in our sole discretion, cancel your payment at any time by providing notice to you through your contact information or by a notice when you attempt to make a payment. We may cancel a payment or prevent you from initiating future payments for any reason, including, without limitation, the following: (i) if you attempt to use the Services in breach of any applicable law or regulation, including the card network rules or regulations; (ii) if you use the Services in breach of these Terms; (iii) if we suspect fraudulent, unlawful or improper activity regarding a payment; (iv) if we detect, in our sole discretion, that your payments have excessive disputes, high reversal rates or present a relatively high risk of losses; or (v) failure to cooperate in an investigation or provide additional information when requested.
Taxes. Stated prices do not include any customs duties, sales, use, value-added, excise, federal, state, local or other taxes. You are solely responsible for the payment of such taxes related to your purchase. We have the right to charge you for any taxes that we believe we are required to pay or collect related to your purchase.
Personal Use Only. Services are for your personal use only. You agree not sell or resell any Services you purchase.
No Harassment. You agree to treat Nicole Flowers Consulting and its principals, employees, and contractors in a professional capacity at all times, and Nicole Flowers Consulting reserves the right to suspend and terminate Services to you at any time without refund in the event Nicole Flowers Consulting feels unsafe or uncomfortable in any way.
Group Sessions. If the Services include any group sessions with third-party participants, you agree to not disclose, authorize disclosure, publish, post, circulate or otherwise disseminate any information learned, disclosed or obtained of any kind, relating directly or indirectly to any third-party participants present at the Services (“Confidential Information”). You further acknowledge and agree that although confidentiality is generally required of all group session participants, Nicole Flowers Consulting cannot guarantee that third-party participants present at the Services will maintain confidentiality of any information you share, and you hereby release Nicole Flowers Consulting from any and all claims associated with the disclosure of information you share at group sessions by a third-party participant.
Questions? If you have questions, please contact us at:
Nicole Flowers Consulting
Additional Services Terms and Disclaimers
Coaching Services are not professional advice. You acknowledge and agree that the coaching Services are not medical treatment or therapy and are not intended to provide and do not constitute medical, mental health, legal, or other professional advice, diagnosis and/or treatment. The content presented during the Services is designed to support, not replace, medical, psychological and/or psychiatric advice and treatment. You acknowledge and understand that hiipSF, LLC and its employees and representatives are not licensed therapists, psychiatrists, psychotherapists, doctors, or other medical, psychological and/or psychiatric professionals and you agree to seek proper medical and/or therapeutic treatment as needed. Further, you understand that since hiipSF, LLC is not providing medical, mental health or any kind of healthcare services that your relationship with Nicole Flowers Consulting is not protected under HIPAA (Health Insurance Portability and Accountability Act of 1996).
Use of any Services is at your own risk. By purchasing the Services, you accept, agree and understand that you are fully responsible for your progress and results from your participation and that we offer no representations, warranties or guarantees verbally or in writing regarding any particular outcomes associated with the Services. You alone are responsible for your actions and results in life and business which are dependent on personal factors. You also understand that any testimonials or endorsements by our customers or audience represented on our programs, websites, content, landing pages, sales pages or offerings have not been scientifically evaluated by us and the results experienced by individuals may vary significantly. Any statements outlined on our websites, programs, content and offerings are simply our opinion and thus are not guarantees or promises of actual performance. We offer no professional legal, medical, psychological or financial advice.
Use of Services may be challenging. You acknowledge and agree that participating in the Services may be an extremely difficult experience, both physically and emotionally. Participating in the Services may lead to extreme physical, psychological, and emotional strains, pressures, and/or distress, both during and after the Services, which may cause, without limitation, anxiety, discomfort, embarrassment, anger, and/or shock. You acknowledge and understand that you are fully responsible for managing yourself, your actions and your emotions in connection with the Services and you are solely responsible for any and all actions you take and things you say during the Services.
Harmful activities are prohibited. You acknowledge and agree that you shall refrain from causing any and all forms of emotional or physical harm and/or violence, or threatening such harm and/or violence, to any other person or entity including, without limitation, any other participant, in connection with the Services. If you do so, you acknowledge, understand, and agree that we need to balance and preserve fairness while ensuring ultimate safety of the participants and shall have the right to exercise our sole discretion in evaluating such conduct and determining the nature of any required intervention including, but not limited to, asking you to leave the Services without a refund. You explicitly include the consequences that you may suffer as a result of engaging in any of the conduct and of our intervention with the matters for which you are releasing, waiving, and indemnifying any claims or liabilities below.
You must be in proper condition to participate. You acknowledge, understand, agree, and represent that you understand the nature of the activities to be undertaken in connection with the Services and that you are qualified, in good health, and in proper physical and mental condition to participate in such activities. You further agree and covenant that if at any time you believe that your participation in an activity in connection with the Services would put you or other participants at risk of harm, you will decline to participate in such activity, or if such activity has commenced, immediately discontinue further participation in such activity. If you participate in an activity, you do so voluntarily and knowingly and you expressly assume any and all risks arising you’re your participation in such activity.
Participation is voluntary. You acknowledge and agree that your participation in the Services is voluntary. You acknowledge and understand the scope, nature, and extent of the risks involved and expressly, voluntarily, and irrevocably assume any and all risks of loss and/or damage to property, illness, injury, and/or death arising from your participation in the Services, whether or not contemplated in this Agreement and regardless of how it was caused.
Relationships in Group Courses. You shall not engage in any relationship with other participants, whether considered as friendship, romantic or otherwise, during the term of the Course. After the Services has been completed, you may do so at your own discretion, but you agree and understand that you do so strictly at your own risk. During the term of the Services, no outside communication between participants is allowed, including, but not limited to, e-mails, social media messaging, or in person meet-ups, with the exception of the Google Chat group provided to you. The interactions on Google Chat must remain supportive, positive, and will be moderated by us. There is no participant-to-participant coaching allowed. This can be detrimental to the other participant’s healing journey. If you engage in behavior fit as “inappropriate” by us, you acknowledge and understand you may be temporarily or permanently banned from the Google Chat group.
Services Release and Indemnification
You release us and others from all claims. You hereby agree to unconditionally and irrevocably forever release, discharge, and covenant not to sue hiipSF, LLC, its subsidiaries, divisions, affiliates, hosts, sponsors, promoters, advertisers, and all participants in the Services (each a “Releasee” and collectively, the “Releases”) from any and all claims, demands, rights, causes of action, damages, liabilities, losses, attorney’s fees, costs and expenses of any kind, arising out of, resulting from, or by any reason of, any tort, contract, and/or any statutory cause of action of any kind whatsoever which you now have or later may have (whether known or unknown, foreseen or unforeseen), against the Releases in any way resulting from, arising out of, or in connection with your preparation for and/or participation in the Services, occurring before, during, or after your actual participation in the Services, including, without limitation, claims for any injury, illness, damage, loss, or harm to you or your death.
Claims included in the release. The released claims shall include, without limitation, those based on negligence or gross negligence, wrongful death, personal injury, infliction of emotional distress (both negligent and intentional), breach of contract, fraud, fraudulent inducement, fraudulent concealment, breach of any statutory or other duty of care owed under applicable laws, libel, slander, defamation, statutory and common law invasion of privacy, public disclosure of private facts, false light, violation of the right of publicity or personality, infringement of intellectual property, and/or loss of earnings of potential earnings, whether caused by any of the Releases or any of the other participants in the Services or other third parties. The release extends to any and all claims you have or later may have against the Releases. This agreement shall be construed broadly to provide a release and waiver to the maximum extent permissible under applicable law.
You agree this is binding. You acknowledge and agree that if you institute or anyone on your behalf institutes, any suit or action at law or any claim for damages or cause of action against any of the Releases because of injury to your person or your death, due to the activities covered by this Agreement, this Agreement can and will be used in court as conclusive evidence of your full informed “covenant not to sue” Releases, and your full intent and desire that this waiver be given full force and effect to prevent any litigation brought by your estate, heirs, executors, administrators, successors, and assigns who may attempt to bring a suit against the Releases. You have freely relinquished your right to sue and thus your successors, heirs and assigns shall be equally bound in law and equity in covenant not to sue. It is your understanding and intent that this Agreement will be binding not only on yourself, but will also be binding on all other persons or entities including your estate, executors, heirs, personal representatives, administrators or other successors and assigns who may initiate any suit, action, claim or other proceeding arising out of your participation in any and all activities, however such injuries, damages, or losses are caused.
Damage Waiver. Under no circumstances whatsoever shall we be liable to you for any incidental, consequential, indirect, special, exemplary, punitive or other damages under this Agreement. This provision applies even if we have been advised of the possibility of such damages. Notwithstanding anything to the contrary contained in this Agreement, our liability to you for any cause whatsoever and regardless of the form of action, will at all times be limited to the amount paid, if any, by you to us for the Services.
Indemnity. You agree to indemnify, defend and hold harmless Nicole Flowers Consulting, its subsidiaries, affiliates, and their officers, managers, employees, agents, attorneys, employees, representatives or assigns from any claims, liability, damages, losses, harms, costs and expenses, including legal fees and expenses or any other detriment incurred by you in any claims arising out of this Agreement, your use of the Services, any breach of this Agreement, including breach of your representation and warranties set forth above, or if any content that you post or publish while using the Services causes Nicole Flowers Consulting to be liable to a third party.
Services Intellectual Property and Confidential Information
Intellectual Property. All materials and coaching provided to you as part of the Services which are the subject of this Agreement are proprietary and may not be duplicated, copied, reproduced, published or displayed in any form without the prior express written permission of Nicole Flowers Consulting. You may not re-use, perform, modify, broadcast, transmit, re-post or use in any way the content or any derivative works thereof, without the prior express written permission of Nicole Flowers Consulting. All trademarks, logos, and service marks displayed on any materials provided as part of your Services under this Agreement are protected by US and International copyright and intellectual Property laws. Access to any materials or content online or otherwise as part of the Services subject to this Agreement should not be construed as granting any license or right to use said content, including trademarks, logos and service marks of Nicole Flowers Consulting.
Confidentiality. You agree to not disclose, authorize disclosure, publish, post, circulate or otherwise disseminate any information learned, disclosed to or obtained by you, of any kind, relating directly or indirectly to the Services, hiipSF, LLC, group participants, and/or your participation hereunder, as well as any person or entity connected thereto (“Confidential Information”). This means that you shall not make statements regarding Confidential Information to any individual or entity, including without limitation, any members of the press or media service, including but not limited to, television, magazine, newspaper, radio and internet sites, such non-disclosure being of the essence of this Agreement. You also acknowledge that any disclosure of Confidential Information will constitute a material breach of this Agreement and will cause us irreparable injury entitling us to seek any and all remedies at law and equity, including but not limited to, injunctive relief, without posting any bond, punitive damages, and attorneys’ fees and costs.
Group Session Confidentiality. You acknowledge and agree that Nicole Flowers Consulting cannot guarantee that third-party participants present at the Services will maintain confidentiality of any information you share, and you hereby release Nicole Flowers Consulting from any and all claims associated with the disclosure of information you share at group sessions by a third-party participant.
Disputes
Subject to applicable law, you and Nicole Flowers Consulting agree that any dispute that has arisen or may arise between us relating in any way to your use of or access to the Services or Site, any breach, enforcement, or termination of these Terms, or otherwise relating to Nicole Flowers Consulting in any way will be resolved in accordance with the provisions set forth in this Section.
Informal Resolution. If you have any dispute with us, you agree that before taking any formal action, you will contact us at hello@hiipSF.com, provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account) and allow sixty (60) days to pass, during which we will attempt to reach an amicable resolution of any issue.
Arbitration. These Terms and each of its parts evidence a transaction involving interstate commerce, and the Federal Arbitration Act applies in all cases and governs the interpretation and enforcement of the arbitration rules and arbitration proceedings. Any Covered Matters must be asserted individually in binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Terms and the AAA Supplementary Procedures for Consumer-Related Disputes (including, without limitation, utilizing desk, phone or video conference proceedings where appropriate and permitted to mitigate costs of travel). The arbitrator shall not conduct any form of class or collective arbitration nor join or consolidate claims by or for individuals. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable or a particular claim is subject to arbitration. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Award. For matters where the relief sought is over $5,000, the arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. The arbitrator will decide the substance of all claims in accordance with applicable law, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users but is bound by rulings in prior arbitrations involving the same Nicole Flowers Consulting user to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS.
Exceptions. There are only two exceptions to this arbitration agreement:
First, if a party reasonably believes that the other party has in any manner infringed or threatened to infringe the intellectual property rights of the other party, the party who owns the intellectual property rights may seek injunctive or other appropriate interim relief in any court of competent jurisdiction.
Second, any claim of $500 or less may, at the option of the claiming party, be resolved in small claims court within the United States, if the claim and the parties are within the jurisdiction of the small claims court and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis.
Costs of Arbitration. Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this agreement to arbitrate. If the value of the relief sought is $5,000 or less, at your request, Nicole Flowers Consulting will reimburse you for all filing, administration, and arbitrator fees associated with the arbitration following the earlier of the arbitrator’s decision or settlement. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, Nicole Flowers Consulting is relieved of its obligation to reimburse you for any fees associated with the arbitration,
Future Amendments to the Agreement to Arbitrate. Notwithstanding any provision in the Terms to the contrary, you and we agree that if we make any amendment to this agreement to arbitrate in the future, that amendment shall not apply to any claim that was filed in a legal proceeding against Nicole Flowers Consulting prior to the effective date of the amendment. The amendment shall apply to all other disputes or claims governed by the agreement to arbitrate that have arisen or may arise between you and Nicole Flowers Consulting. If you do not agree to these amended terms, you may close your account within thirty (30) days of the posting or notification and you will not be bound by the amended terms.
Judicial Forum for Legal Disputes. Unless you and we agree otherwise, in the event that the agreement to arbitrate above is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt out of the agreement to arbitrate, as a result of a decision by the arbitrator or a court order or because you have chosen to file an eligible lawsuit in small claims court, you agree that any claim or dispute that has arisen or may arise between you and Nicole Flowers Consulting must be resolved exclusively by a state or federal court located in San Francisco, California. You and Nicole Flowers Consulting agree to submit to the personal jurisdiction of the courts located within San Francisco, California for the purpose of litigating all such claims or disputes.
OPT-OUT. IF YOU ARE A NEW NICOLE FLOWERS CONSULTING USER, YOU CAN CHOOSE TO REJECT THE AGREEMENT TO ARBITRATE PROVISION ("OPT-OUT") BY EMAILING US AN OPT-OUT NOTICE TO HELLO@HIIPSF.COM ("OPT-OUT NOTICE"): NICOLE FLOWERS CONSULTING. THE OPT-OUT NOTICE MUST BE RECEIVED NO LATER THAN THIRTY (30) DAYS AFTER THE DATE YOU ACCEPT THE TERMS OF SERVICE FOR THE FIRST TIME. IF YOU ARE NOT A NEW NICOLE FLOWERS CONSULTING USER, YOU HAVE UNTIL THIRTY (30) DAYS AFTER THE POSTING OF THE NEW TERMS OF SERVICE TO SUBMIT AN ARBITRATION OPT-OUT NOTICE.
Procedure. In order to opt-out, you must email your name, address (including street address, city, state, and zip code), and email address(es) associated with your Account(s) to which the opt-out applies and an unaltered digital image of a valid driver’s license which matches the name on your account to: hello@hiipSF.com. This procedure is the only way you can opt out of the agreement to arbitrate. If you opt out of the agreement to arbitrate, all other parts of the agreement and its Disputes Section will continue to apply to you. Opting out of this agreement to arbitrate has no effect on any previous, other, or future arbitration agreements that you may have with us.
WAIVER. BY AGREEING TO THESE TERMS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO A COURT TRIAL (OTHER THAN SMALL CLAIMS COURT AS PROVIDED BELOW) OR TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST US AND/OR RELATED THIRD PARTIES.
Indemnification
You hereby agree to indemnify, defend and hold Nicole Flowers Consulting and all of our officers, directors, mangers, members, employees, agents, information providers, affiliates, partners, and licensors (“Nicole Flowers Consulting Party,” or collectively, the “Nicole Flowers Consulting Parties”) harmless from and against any and all liability, claims, damages, losses, costs, and expenses, including attorneys' fees, incurred by any Nicole Flowers Consulting Party arising from, related to, or in connection with (a) a violation of any provision of these Terms by you; or (b) arising from, related to, or connected with your violation of the rights of Nicole Flowers Consulting or any other person or entity. We may, in our sole and absolute discretion, control the disposition of any such claim at your sole cost and expense. You may not settle any such claim without our express written consent. This defense and indemnification obligation is intended to extend to the fullest extent permitted by law and will survive these Terms and your use of the Site.
Warranties and Disclaimers
Service Outages and Force Majeure. Unless you have greater rights in a separate signed agreement with us, we disclaim to the fullest extent permitted by law any service outages that are caused by our maintenance on the servers or the technology that underlies our Site, failures of our service providers (including telecommunications, hosting, and power providers), computer viruses, natural disasters or other destruction or damage of our facilities, acts of nature, war, civil disturbance, or any other cause beyond our reasonable control. Under no circumstances shall Nicole Flowers Consulting or its licensor or service providers be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control. This provision is not intended to disclaim liability that Nicole Flowers Consulting may not disclaim under law.
USE OF SITE AND CONTENT IS AT YOUR OWN RISK. WE DO NOT WARRANT THAT OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE. IN ADDITION, WE DO NOT MAKE ANY WARRANTY AS TO THE CONTENT OR COURSES ON OUR SITE. OUR SITE, CONTENT AND SESSIONS ARE DISTRIBUTED ON AN "AS IS, AS AVAILABLE" BASIS TO THE FULLEST EXTENT PERMITTED BY LAW. ANY MATERIAL THAT YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH OUR SITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY POTENTIAL DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR DOWNLOAD OF ANY SUCH MATERIAL. NEITHER WE NOR ANY OF OUR AFFILIATES OR BUSINESS PARTNERS MAKES ANY WARRANTY THAT (I) OUR SITE, SERVICES, OR COURSES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (II) OUR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SITE WILL BE ACCURATE OR RELIABLE, AND (IV) ANY ERRORS WILL BE CORRECTED. NEITHER WE NOR ANY OF OUR AFFILIATES OR BUSINESS PARTNERS MAKE ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO OUR SITE, ANY CONTENT, OR ANY OF OUR SERVICES, TOOLS, PRODUCTS, COURSES, OR PROPERTIES. YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF OUR SITE AND THE ACCURACY OR COMPLETENESS OF ITS CONTENT AND COURSES. NICOLE FLOWERS CONSULTING ASSUMES NO RESPONSIBILITY FOR AND DISCLAIMS ALL LIABILITY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW FOR ANY SUCH INACCURACIES, ERRORS OR OMISSIONS. NEITHER WE NOR OUR AFFILIATES OR BUSINESS PARTNERS WILL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE OUR SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS PROVISION IS NOT INTENDED TO DISCLAIM LIABILITY THAT NICOLE FLOWERS CONSULTING MAY NOT DISCLAIM UNDER APPLICABLE LAW.
NO RESPONSIBILITY FOR THIRD-PARTY PRODUCTS SERVICES AND MATERIALS. NICOLE FLOWERS CONSULTING DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SITE, AND NICOLE FLOWERS CONSULTING WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. NICOLE FLOWERS CONSULTING WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
NEW JERSEY RESIDENTS. TO NEW JERSEY RESIDENTS, THE PROVISIONS ABOVE ARE INTENDED TO BE AS BROAD AND INCLUSIVE AS PERMITTED BY THE LAW OF THE STATE OF NEW JERSEY ONLY.
Limitation of Liability
NO CONSEQUENTIAL DAMAGES. IN NO EVENT, AS PERMITTED BY THE FULLEST EXTENT OF APPLICABLE LAW, WILL NICOLE FLOWERS CONSULTING, AND NICOLE FLOWERS CONSULTING PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM THE PERFORMANCE, USE OF OR THE INABILITY TO USE THE SITE, SERVICES, COURSES, PODCASTS, CONTENT OR PRODUCTS, EVEN IF NICOLE FLOWERS CONSULTING HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, VIOLATION OF STATUTE OR OTHERWISE. THIS PROVISION IS NOT INTENDED TO EXCLUDE LIABILITY THAT NICOLE FLOWERS CONSULTING MAY NOT EXCLUDE UNDER APPLICABLE LAW.
OUR LIABILITY IS LIMITED. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE SERVICES OR PRODUCTS TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT, $100. THIS PROVISION IS NOT INTENDED TO EXCLUDE LIABILITY THAT NICOLE FLOWERS CONSULTING MAY NOT EXCLUDE UNDER APPLICABLE LAW.
NEW JERSEY RESIDENTS. TO NEW JERSEY RESIDENTS, THE PROVISIONS OF THIS PARAGRAPH 9 ARE INTENDED TO BE AS BROAD AND INCLUSIVE AS PERMITTED BY THE LAW OF THE STATE OF NEW JERSEY ONLY.
Termination and Survival
Term. These Terms are effective unless and until terminated by us. We may, in our sole and absolute discretion and without any liability, modify, suspend or discontinue any aspect of the Site, temporarily or permanently, at any time and without prior notice.
Suspension and Termination. We may deny you access to all or part of the Site at any time for any reason (including if you violate these Terms, as determined in our sole and absolute discretion) or no reason at all.
Survival. If we terminate your right to access the Site, these Terms will terminate and all rights you have to access the Site will immediately terminate. The following provisions will survive termination: Intellectual Property, Indemnification, Payment Obligations, Warranties and Disclaimers, Limitations of Liability, Dispute and any and all others that by their sense and context are intended to survive the termination or expiration of the Agreement shall survive.
General Terms
No Waiver; Severability. Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision, and our failure to exercise or enforce any right or remedy in these Terms does not waive that right or remedy. The provisions of these terms are intended to extend to the fullest extent permitted by law. No waiver of any term of these Terms will be binding unless in writing.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of our Site or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Applicable Law. These Terms will be construed in accordance with the laws of the United States of America and (to the extent not inconsistent with or preempted by federal law) the State of California, and the parties irrevocably consent to bring any action to enforce these Terms before an arbitration panel or before a court of competent jurisdiction in San Francisco, California if seeking interim or preliminary relief or enforcement of an arbitration award.
If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Terms shall continue in effect.
Headings. The provision titles in these Terms are for convenience only and have no legal or contractual effect. These Terms will not be construed against the drafter.
Notice. You hereby consent to receiving and transacting with us by electronic means. We may deliver notice to you by e-mail, posting a notice on the Site or any other method we choose and such notice will be effective on dispatch. If you give notice to us, it will be effective when received and you must use the following email address:
Entire Agreement. These Terms (and all terms and conditions incorporated herein) constitute the entire agreement between you and Nicole Flowers Consulting and govern your use of the Site and Services and supersede any prior agreements between you and Nicole Flowers Consulting on the subject matter. You may also be subject to additional terms when you use certain Nicole Flowers Consulting third party software, content, links, or websites. These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by you. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Nicole Flowers Consulting without restriction. These Terms bind and insure to the benefit of each party and the party’s successors and permitted assigns. These Terms may not be modified by an oral statement by a representative of Nicole Flowers Consulting. No agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms. You agree to comply with all applicable laws in your use of the Site and Services. You agree that any agreements made by and between you and us in electronic form are as legally binding as if made in physical written form.
Notice to California Users. Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210.
Notice to Users Outside the United States of America. The Site is controlled and offered by Nicole Flowers Consulting from the United States of America. Nicole Flowers Consulting makes no representations that the Site is appropriate for use in other locations. Those who access or use the Site from other locations do so at their own risk and are responsible for compliance with local law. You consent to the processing in the United States of America of information you provide to us.
These Terms were last revised on October 15, 2022.