Terms of Service:
Last Update: December 2, 2023.
FluencySpot, a service provided by FluencySpot (hereafter referred to as “FluencySpot”, “we”, “us”, or “our”), has established these Terms of Service to outline the legal agreement between you and FluencySpot, and to inform you of your rights and obligations (“Terms”).
These Terms set forth the guidelines and requirements for using our online platform, FluencySpot.com, its associated subdomains (collectively, the “FluencySpot Platform”), any related web pages we host (collectively with the FluencySpot Platform, referred to as the “Sites”), our mobile applications (“Apps”), and any additional services we may offer (collectively, the Sites, Apps, and related services are referred to as our “Services”).
The FluencySpot Platform serves as a dynamic venue for learners, educators, and content creators to find, purchase, sell, and share original educational materials, resources, and tools for creating such materials (“Resources”). These Resources can range from downloadable files and digital content to videos, among other product types. FluencySpot reserves the right to modify, supplement, cease support for, or limit access to any product type. A “Resource Listing” comprises the Resource itself along with its title, description, and any additional listing information. FluencySpot does not claim ownership nor does it sell Resources on behalf of the sellers (“Sellers”).
Our Users include registered members (“Members”) with a FluencySpot account (“Account”) and non-registered visitors who browse the platform (“Visitors”). (Collectively, Visitors and Members are referred to as “Users”.)
A. Eligibility Criteria
To access many features of our Services, we invite you to become a Member. Membership is open to individuals who are at least 18 years old. By creating an Account or using our Services, you confirm that you are 18 or older.
It is important to provide accurate and truthful information when setting up your Account. Providing false information, infringing on others’ rights, or impersonating someone else is not allowed.
We may request proof of age or identity to verify your Account. Failure to comply or verification issues may lead to Account closure or suspension.
For accounts representing schools, organizations, businesses, or other entities, the individual registering the Account must have the authority to agree to this Agreement on behalf of the entity.
If your Account has been previously closed by FluencySpot, you are no longer eligible to be a Member.
B. Account Security
When creating your Account, you will choose a unique, appropriate username that respects others’ rights.
You will also select a password for Account security. It’s your responsibility to keep your login details confidential and you’re accountable for all activity under your Account. Notify our Customer Experience team immediately at email@example.com if you suspect unauthorized access to your Account.
C. Types of Membership
Buyers. As a Buyer, you can use our Services to purchase and download Resources. A Buyer Account is personal, linked to the individual whose details are on the Account. Buyers can make purchases, download resources, post feedback and communications, request custom products, and more.
Sellers. Sellers have additional capabilities to offer and sell Resources. This includes individual creators and organizations or entities. We reserve the right to adjust Seller Membership types. Seller Memberships include all Buyer features plus additional capabilities like uploading and selling Resources, accessing sales data, and more, varying by Membership level.
D. Memberships & Fees
As a Buyer, joining is free, with options to upgrade to a Seller Membership.
For Sellers, there are various membership options, each with distinct features, Payout Rates, and Fees. Fees include Membership Fees and Transaction Fees. The Marketplace Payout Rate defines your earnings per sale, varying by Resource type and Membership level.
We may modify Memberships, features, Fees, and Payout Rates at our discretion. Changes will be communicated via email and will apply as specified in the notice.
Sellers are also responsible for any applicable taxes and other incurred costs.
E. Member Relationship
These Terms constitute the entire agreement between you and FluencySpot. Membership does not establish an employment, partnership, or agency relationship between you and FluencySpot.
F. Account Closure
FluencySpot may close or suspend any Member Account at our discretion.
Members can close their Accounts through the Account settings or by contacting us.
Account closure results in loss of access to Account information, past purchases, and uploaded Resources. Communications made on FluencySpot may remain post-closure. Closed Accounts may be reopened by logging in again, unless specifically requested to be permanently closed.
Seller-posted Resources will no longer be searchable, but previously purchased Resources remain accessible to Buyers.
We reserve the right to change, suspend, or discontinue our Services, which may impact your access to your Account and its contents. We are not liable for any loss due to these changes.
2. FluencySpot Community
A. Community Guidelines
As a user of our Services, adherence to our Community Guidelines, which are an integral part of these Terms, is mandatory. We reserve the right to modify these guidelines. Non-compliance may result in actions against your Account, including but not limited to the removal of posted Content, suspension or termination of your Account, refunds to Buyers, or other necessary measures.
B. Feedback: Comments, Ratings, and Reviews
You may provide feedback on Resources you’ve purchased or downloaded for free through ratings and comments (“Feedback”). Your Feedback should be an honest reflection of your experience and adhere to our Comments and Ratings Guidelines. We may impose additional requirements or limitations on giving Feedback. Self-reviews or actions that compromise our Feedback system’s integrity are prohibited for Sellers. We reserve the right to remove Feedback at any time without notice and may prohibit Members from posting future Feedback.
C. Rewards Programs
At our discretion, we may offer Members the chance to earn rewards (“Rewards”) via various programs or incentives (“Rewards Programs”). Details of our current Feedback Rewards and Referral Program can be found on our website.
We are not obliged to maintain any Rewards Program or to issue Rewards in any specific form. The nature and requirements of Rewards Programs, including the allocation of Rewards, may change. We reserve the right to revoke Rewards, exclude Members from future participation in Rewards Programs, or discontinue any Rewards Program at our discretion.
D. Content Monitoring
While FluencySpot has the right to monitor activities and Content on our Services, we are not obligated to do so. We may investigate any reported policy violations and take appropriate actions. This includes, but is not limited to, issuing warnings, suspending or terminating Memberships, denying access, and removing Content from our site, including Resource Listings.
3. Resource Licensing Policy
A. General Licensing Terms
License Overview. Sellers on FluencySpot own their Resources’ intellectual property and grant Members licenses for limited use as outlined here. When you buy a Resource, you’re acquiring a license to use it under the terms of this Resource Licensing Policy. There are two types of licenses: “Individual License” and “Classroom License.”
Your use of any Resource, regardless of the license type or how it was acquired (direct purchase, transfer from an Organization, or as a gift), is subject to this policy and additional terms from the Seller, provided they don’t conflict with these Terms. In any conflict between this policy and a Seller’s terms, this policy prevails, though Sellers may offer additional rights.
B. Individual License
An Individual License is assigned to a single specific user (“Assignee”) for lifetime use and is non-transferable. It allows the Assignee to use the Resource permanently but cannot be passed on to others (e.g., a teacher cannot transfer their Individual License to another teacher upon retirement).
Under an Individual License, the Seller grants a non-exclusive, perpetual, irrevocable, non-transferable, non-sublicensable, worldwide license for personal, educational, and instructional use. Additional rights may be granted by the Seller at their discretion.
With an Individual License, you may:
- Assign the Resource to one Assignee. The license is exclusive to this Assignee, though additional licenses can be bought for other users.
- Use the Resource for personal, educational, and instructional purposes only.
- Print and copy downloadable Resources for personal use, including distribution to students, classroom aides, and substitute teachers. Hard goods and video resources cannot be copied or shared.
- Electronically deliver Resources securely to permitted recipients only. Uploading Resources to public websites or shared drives is prohibited.
Commercial use or sharing the Resource beyond the permitted scope is not allowed unless additional licenses are purchased.
D. Limitations on Access
Downloadable Resources. Continual access to Resources is not guaranteed. If FluencySpot ceases hosting a Resource or if your account is altered or limited, access through our Services may end. You’re responsible for maintaining a backup of downloadable Resources.
Digital and Video Resources. Access to streaming or non-downloadable Resources ends if your account is closed or if FluencySpot stops hosting the Resource.
Security. Ensure to scan Resources for viruses or harmful software before downloading.
4. Intellectual Property and Security
A. Site Content and Services
All elements of the Site and Apps, except for Member-uploaded Content, are owned or controlled by FluencySpot. This encompasses texts, graphics, photos, logos, videos, user interfaces, trademarks, and computer code (collectively, “Site Assets”). These Site Assets, including their design, structure, and “look and feel,” are protected by various intellectual property laws.
You are prohibited from using, reproducing, modifying, republishing, or distributing Site Assets for any commercial purposes without explicit permission from us. Commercial use includes selling, licensing, renting, or incorporating Site Assets into business or marketing materials.
B. Your Content
Rights Granted to FluencySpot. You maintain ownership of intellectual property rights in your Content. We do not claim ownership over your Content.
By uploading Content, you grant us a nonexclusive, irrevocable, perpetual, worldwide, sublicensable license to use, display, and provide access to your Content as needed for our Services. This includes displaying your Resources in your store, search results, enabling downloads, and promoting your Resources through our Services, email, ads, and marketing campaigns.
When you upload Resources, you also grant us the right to make them available for use with digital tools and features (defined as “Digital Services”). Digital Resources can be used by Members, Schools, and their respective students (“Digital Users”). We may adjust, reformat, and modify Digital Resources for technical purposes and make them available to Digital Users as described herein.
We do not claim ownership of Digital Resources; Sellers retain ownership as per these Terms.
Rights Granted to Others. When Members purchase or download your Resources, they are permitted to use them as described in Section 3 of these Terms, according to the purchased license type and any additional terms you set (as long as these do not conflict with these Terms). Classroom License pricing is determined by applying a default premium percentage to the Individual License price, which you can adjust within specified limits.
Digital Users have additional rights to customize and use Digital Resources as permitted by Digital Services functionality. This includes rearranging, adding content, and creating answer keys. Digitized Content remains the intellectual property of the Seller.
Security of Your Content
Ensure your Content is scanned for viruses or harmful software before uploading.
Effect of Account Closure or Resource Deactivation. If your account is closed, suspended, or limited, or downgraded to a Buyer Membership, your store page and Resource Listings, including Digital Resources, will no longer be available for new purchases, downloads, or access. Deleted, deactivated, or disabled Resources will also be unavailable for new users but will remain accessible for those who previously purchased or accessed them. We will continue to store and make your Resources available to past users, including Digital Users. Removed Communications will no longer be displayed but may be stored in our databases.
C. Reporting Intellectual Property Violations
We respect and enforce intellectual property rights and expect our Members to do the same. Members must not post material that infringes on others’ copyrights, trademarks, or patent rights. We assume that each Resource is the original work of the Member or properly licensed.
Repeated or egregious violations of this policy may result in account closure.
5. Payment, Marketplace Earnings, and Payouts
A. Purchasing Terms and Refund Policy
Refund Policy. When listing or purchasing a Resource on FluencySpot, you agree to our Refund Policy. Sales are final and non-refundable after order submission, except as outlined in the Refund Policy. We may modify our Refund Policy or issue refunds at our discretion. Sellers can view refunds and related notes in their Sales Details report. Sellers may authorize refunds by contacting us.
Payment Methods and Currency. Various payment methods like credit/debit cards, PayPal, and FluencySpot Account credits may be used. We accept payments in USD only. We reserve the right to change or add payment methods.
Promise to Pay. By making a purchase on FluencySpot, you confirm your authority to make the purchase and use the provided payment method and billing information. You agree to be charged in USD. We aren’t responsible for additional fees like transaction or overdraft fees imposed by your bank.
Failure to Pay and Payment Disputes. Non-payment may result in late fees, removal of Resources, account suspension, or other actions. Disputed charges may lead to temporary or permanent removal of purchased Resources and further action on your account.
B. Marketplace Earnings and Payouts
Marketplace Earnings. Sellers earn according to their Membership Type’s Marketplace Payout Rate per sale. Earnings are adjusted for any Transaction Fees and increased by shipping fees. Total Earnings are paid monthly as per the schedule in this section.
Payout Account. Payouts are processed through third-party Payment Services. Sellers must have an account with a supported Payment Service. We may consider alternative Payout methods on a case-by-case basis. We’re not responsible for delays or issues caused by Payment Services.
Payment Service Fees. Transaction fees by Payment Services will be deducted from your Payouts. These fees are subject to change by the Payment Services. We aren’t responsible for additional fees or taxes from third parties related to Payouts.
C. Sales Tax
Seller Responsibilities. Sellers are responsible for collecting and remitting Sales Tax in jurisdictions where they’re registered. The use of Tax Services for Sales Tax collection is subject to the following:
- Registration: Sellers must use Tax Services only in jurisdictions where they are registered for Sales Tax.
- Remittance: Sellers must remit collected Sales Tax as per applicable laws.
- Product Tax Codes: Sellers are responsible for setting appropriate tax codes.
- Accurate Information: Information provided for Sales Tax calculation must be accurate.
- No Warranties: We do not guarantee the accuracy of Tax Services or any third-party tax services.
- Indemnification: Sellers agree to indemnify FluencySpot against any claims or liabilities related to misuse of Tax Services or failure to remit taxes.
6. Your Privacy
B. Member-Hosted Content
While we don’t control the Content posted by Members, including personal information disclosures, we emphasize the importance of respecting others’ privacy rights. If you find that any Content on our Services infringes on your personal privacy, please reach out to us at firstname.lastname@example.org or via our Contact Us page for assistance.
You agree to indemnify, defend, and hold harmless FluencySpot, including its employees, officers, directors, agents, and affiliates, against all costs, expenses, damages, and liabilities (including reasonable attorney fees) arising from third-party allegations, threats, claims, lawsuits, or other proceedings. These may relate to your use or misuse of our Services, any breach of these Terms, violations of laws, or infringement of intellectual or other rights of others.
8. Limitation of Liability & Warranty Disclaimer
Our Services. We strive to maintain continuous availability and proper functionality of our Services, but occasional disruptions may occur. We cannot assure that all features will always function or that our Services will be constantly available.
FluencySpot continually seeks to enhance our Services for all community Members and Users. However, we do not guarantee the visibility or searchability of any Resource Listing. Earnings for Sellers and their consistency in the future are also not guaranteed.
You acknowledge that the services are provided “as is” and “as available.” FluencySpot (including its employees, officers, directors, agents, and affiliates) disclaims any implied warranties to the fullest extent permitted by law. We do not assure service availability, security, error correction, virus-free environment, or other warranties.
You agree that FluencySpot (including its employees, officers, directors, agents, and affiliates) will not be liable for any losses or damages, including indirect, incidental, special, consequential, or exemplary damages. This applies to losses or damages arising from using or being unable to use the service, substitute goods or services costs, unauthorized access to data, third-party conduct on the service, or any other service-related issues.
Content. The Resources and Communications on our Services are uploaded by our Members. FluencySpot does not create or endorse these. Any views or opinions presented are solely those of the Members and do not reflect FluencySpot’s stance. We make no warranties regarding the Content’s quality, accuracy, legality, or security.
Interactions with Other Members. You are responsible for your interactions with other Members, including the information you share. You release FluencySpot from any liability arising from your interactions with other Service Members.
Third-Party Content and Services. Our Services may include links to other websites or services not owned or controlled by FluencySpot. Accessing third-party websites is at your own risk. We do not endorse and are not liable for any content, accuracy, or other aspects of these third-party sites or services.
Check out our disclaimer here.
9. Changes to these Terms
We reserve the right to modify these Terms periodically. When material changes are made, we will make every effort to notify you in advance, so you can decide whether to continue using our Services. Notifications may be sent to your registered email address, posted within our Services, or communicated through other channels.
The notification will specify the effective date of these changes. Your continued use of our Services after the changes take effect signifies your acceptance of the revised terms.
10. Contact Us
To get in touch with us, please email email@example.com or send a message via our Contact Us page.