TERMS & CONDITIONS
PLEASE READ THE FOLLOWING TERMS OF USE CAREFULLY AS THEY CONSTITUTE A BINDING AGREEMENT BETWEEN YOU AND FLYWHEEL O & P ADMINISTRATION L.L.C., 1010 DALE STREET NORTH, ST. PAUL, MN 55117–5603 (“we,” “us” and “our”).
These Terms of Use (“Terms of Use”) are entered into by and between you and us and govern your use of the website and the Flywheel mobile software application Flywheel Connect App on which these Terms of Use appear, including any content, functionality, products and services offered therein (collectively, the “Site”). These Terms of Use apply to your access to and use of the Site and do not alter in any way the terms and conditions of any other agreement you may have with us. If you breach any of these terms and conditions, your authorization to use this Site automatically terminates and you must immediately discontinue use of this Site.
Acceptance of these Terms of Use
By using the Site, you accept these Terms of Use and agree to be bound by them. By using the Site, you represent that you are capable of entering into a binding agreement, and that you agree to be bound by these Terms of Use. Use of the Site is strictly voluntary. IF YOU DO NOT AGREE TO THESE TERMS OF USE AND OUR PRIVACY POLICY, YOU MUST IMMEDIATELY LEAVE THE SITE AND MAY NOT USE THE SITE. To access and use certain services available through the Site, you may be required to have a user account with us and you must agree to be bound by any additional applicable terms and conditions contained there.
Collection of Visitor Information on the Site
Any information collected at this Site and the purposes for which we may use this information are set forth in our Privacy Policy https://flywheelop.com/privacy-policy/. The terms of our Privacy Policy are incorporated herein by this reference. Please carefully review the information contained in our Privacy Policy. By using the Site, you agree to waive and release us from any claim or liability in connection with the collection, use, or disclosure of information that is consistent with the terms of our Privacy Policy.
Changes to these Terms of Use
We may change these Terms of Use without notice to you. Your access or use of the Site following the date on which changes to these Terms of Use or the Privacy Policy are published in this location shall constitute your acceptance of all such changes. You expressly agree that we shall have no obligation to provide you with any notice of any changes, and you hereby expressly waive any right you may have to receive notice of any changes to these Terms of Use or the Privacy Policy.
Copyright
All software, technology, and content included in the Site or used in the operation of the Site, is our owned or licensed property, or our software, technology, and content providers’ property, and is protected by U.S. and international copyright laws. In addition, the compilation (meaning the collection, arrangement, and assembly) of all content in the Site is our exclusive property and is protected by U.S. and international copyright laws. Subject to your compliance with these Terms of Use, we grant you a limited, non- exclusive, non-sublicensable, revocable, non-transferable license to access and use the content, information, and functionality made available on the Site, for your personal use of the Site. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the content, software, and technology on the Site is strictly prohibited without our written permission.
Trademarks
The trademarks, service marks, trade dress, and “look and feel” (the “Trademarks“) used and displayed in the Site are registered and unregistered Trademarks of us and others. Nothing in the Site shall be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed in the Site, without the prior written permission of the Trademark owner. Other product and company names mentioned in the Site may be the Trademarks of their respective owners.
Other Intellectual Property
All other intellectual property rights related to the software, technology, and content included in the Site or used in the operation of the Site, including without limitation, patents, trade secrets, trade dress, publicity rights, character rights, titles, and artistic and moral rights are our owned or licensed property. Any use of these rights without our prior written permission is strictly prohibited.
Reserved Rights
We or our licensors own and reserve all right, title, and interest in and to the Site. These Terms of Use do not grant you any rights in or to the Site or any of its components except for the limited rights to use the Site expressly granted by these Terms of Use.
Termination
Your license to the Site and our obligations under these Terms of Use will automatically terminate if you fail to comply with any provision of these Terms of Use or if the reason you were granted access to the Site terminates. No notice will be required from us to effectuate such termination. Upon termination of these Terms of Use, all of your rights to use the Site shall terminate immediately and we may delete or remove your account and User Content.
Restrictions
You may not: (i) reproduce, modify, prepare derivative works based upon, translate, tamper with, distribute, sublicense, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site except as expressly permitted by us; (ii) reverse engineer, disassemble, or decompile the Site or apply any other process or procedure to derive the source code of any software included in the Site; (iii) use the Site in a manner that interferes with other users’ use of the Site; (iv) link to, mirror or frame any portion of the Site; or (v) attempt to gain unauthorized access to or impair any aspect of the Site or its related systems or networks.
Additional Prohibited Activities and Visitor Obligations
As a visitor to or user of the Site you shall not:
User Content; Monitoring Activity
You agree that you are solely responsible for the Post of any content that you make available on or send through the Site (“User Content”). Although we have no obligation to screen, edit or monitor any of the User Content or user conduct on the Site, we reserve the right, and have absolute discretion, to remove, screen or edit any User Content and to monitor any user conduct on the Site at any time and for any reason without notice. By the Post of User Content to this Site, you represent and warrant that (a) the User Content is non-confidential; (b) you have all necessary rights to Post the User Content to the Site and to grant us the rights you grant in these Terms of Use; (c) the User Content is accurate and not misleading or harmful in any manner; (d) the User Content, and your use and the Post thereof in connection with the Site, does not and will not violate these Terms of Use or any applicable local, state, national or international statute, regulation, or law.
Your Account
If you have a user account on this Site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. We reserve the right, without notice and in our sole discretion, to refuse or restrict access or service, terminate accounts, or remove or edit content. If we, in our sole reasonable determination, believe that you have violated any of these Terms of Use, we may suspend or terminate your account. YOU WILL NOT SHARE YOUR USERNAME OR PASSWORD FOR ACCESSING THE SITE WITH ANY OTHER INDIVIDUAL OR THIRD PARTY.
Accuracy
Information on the Site may contain typographical errors, inaccuracies, or omissions. We reserve the right, but have no obligation, to correct any errors, inaccuracies, or omissions and to discontinue, change or update information or products or services at any time without notice to you.
Disclaimer of Warranties and Limitation of Liability
THE SITE AND ALL CONTENT, PRODUCTS, DATA, MATERIALS, AND SERVICES AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN “AS IS, WITH ALL DEFECTS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SATISFACTORY QUALITY, ACCURACY OF INFORMATIONAL CONTENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO REPRESENTATION THAT THE SITE OR ANY CONTENT, DATA OR MATERIAL IS FREE FROM ERRORS, VIRUSES, BUGS, OR OTHER HARMFUL COMPONENTS. FURTHER, WE MAKE NO REPRESENTATION OR WARRANTY THAT CONTENT, DATA OR MATERIAL PROVIDED ON THE SITE IS APPLICABLE OR APPROPRIATE FOR USE IN LOCATIONS OUTSIDE OF THE UNITED STATES.
NOTHING IN THESE TERMS OF USE OR IN ANY ORAL OR WRITTEN DESCRIPTION OF THE SITE WILL CONSTITUTE A REPRESENTATION OR WARRANTY WITH RESPECT TO THE SITE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE, THAT SUCH USE IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR THE INABILITY TO USE, THE SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. Certain state laws do not allow the exclusion of or limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights. In these states, our liability shall be limited to the extent permitted by law.
UNDER NO CIRCUMSTANCES WHATSOEVER SHALL OUR AGGREGATE LIABILITY RESULTING FROM OR RELATING TO YOUR USE OF THE SITE EXCEED FIVE U.S. DOLLARS (USD $5.00).
Indemnification
You agree to indemnify and hold us, our related entities, and our and their respective successors and assigns harmless from and against any claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) that we incur or suffer which relate or arise out of any third party claim concerning your use of the Site, your failure to perform any of your obligations under these Terms of Use, or your breach of any of your representations or warranties made under these Terms of Use.
Links to Other Websites
The Site may contain links to other websites. Additionally, other websites may contain links to the Site. We do not review or monitor the websites linked to the Site and we are not responsible for the content or policies of any other websites. Any link established by us does not in any respect whatsoever constitute an endorsement of the other websites or create a relationship between us and the operators of other websites. We disclaim any liability with respect to your use of any other website, and you release us from any liability related to your use of any link to another website or your use of any other website. Where the Site contain a link to another website owned and/or operated by us, such website use may be subject to different and additional terms of use and privacy policy terms and conditions.
Third Party Providers of Functionality
We may have functionality in the Site that is provided, in whole or in part, by a third-party service provider. You can usually identify such third-party functionality by the use of a trademark not owned by us on or near the functionality. For such third-party functionality, you will need to review the terms of use and privacy policy for that third party, which in some cases may require you to visit that party’s website and locate the terms of use and privacy policy. Your review should include determining whether such terms and policy are acceptable to you. If they are not, do not use the associated functionality on the Site.
Continued Operation, Accessibility, and Maintenance of the Site
We may modify, change, suspend, terminate, or discontinue the operation of the Site or the provision of any services therein without notice and we reserve the right to refuse service to anyone at any time, with or without cause.
Submissions
Any and all comments, suggestions, and similar materials or information that you send or submit to us in connection with the Site, by a Post or otherwise (collectively, “Submissions“), shall become our property; and you hereby transfer, sell, and assign to us all of your right, title, and interest in and to any such Submissions, including without limitation, any and all related patent, copyright, trademark, and other intellectual property rights. We have no obligation of any kind whatsoever to maintain any confidentiality with respect to any such Submissions. We shall be free to use them for any purpose whatsoever without providing you notice or receiving your consent, and without restriction or compensation.
General Provisions
English has been used in the preparation of these Terms of Use, and English shall be the controlling language with respect to these Terms of Use and their interpretation. Any and all communications relating to the Site must be in the English language.
Any failure by us to enforce any provision of these Terms of Use shall not be construed as a waiver of any provision or the right to enforce same.
These Terms of Use shall be governed by the laws of the State of Minnesota without giving effect to any principles or conflicts of laws. For the purpose of resolving conflicts relating to or arising out of these Terms of Use, or arising out of any other dispute or claim associated with us, you irrevocably and unconditionally: (i) consent to submit to the exclusive jurisdiction of the state and federal courts in Olmstead or Hennepin County, Minnesota (the “Minnesota Courts”) for any litigation or dispute arising out of or relating to these Terms of Use; (ii) agree not to commence any litigation arising out of or relating to these Terms of Use except in the Minnesota Courts; (iii) agree not to plead or claim that such litigation brought therein has been brought in an inconvenient forum; and (iv) agree the Minnesota Courts represent the exclusive jurisdiction for all disputes relating to these Terms of Use. These Terms of Use do not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and us.
If any portion of these Terms of Use is held to be invalid, such holding shall not invalidate the other provisions of these Terms of Use.
Use of the Site is unauthorized in any jurisdiction that does not give full effect to all provisions of these Terms of Use, including without limitation this paragraph and the warranty disclaimers and liability exclusions above. Use of the Site is unauthorized in any jurisdiction where all or any portion of the Site may violate any legal requirements and you agree not to access the Site in any such jurisdiction. You are responsible for compliance with applicable laws.
Contact
For questions or comments related to this Site or these Terms of Use, please use the Contact Us feature on the Site or send us a letter to: Flywheel O & P Administration L.L.C., 1010 Dale Street North, St. Paul, MN 55117–5603.
Last updated July 22, 2025
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