BY INDICATING AGREEMENT TO THESE TERMS (typically via a button, checkbox, or link presented when you first access the Application(s) or an Information Provider’s subdomain or section within the Application(s)), OR BY ACCESSING OR USING APPLICATION(S) OR SERVICES AFTER THESE TERMS HAVE BEEN PRESENTED TO YOU, YOU ARE AGREEING TO BE CONTRACTUALLY BOUND BY THESE TERMS.
IF YOU ARE UNWILLING TO AGREE OR COMPLY WITH ANY OF THESE TERMS, DO NOT INDICATE AGREEMENT TO THESE TERMS, OR USE THE SERVICES OR INFORMATION PROVIDED HEREWITH.
License; Reservation of Rights. The Services are licensed, not sold, to you (“you”, “your”, “You”, and “Your” or any variation thereof) by Nutrislice, Inc. (“Nutrislice”) for use strictly under these Terms. These Terms are entered into, made effective, and concluded between You and Nutrislice, and the Terms include limitations and obligations upon You to both Nutrislice and to the Information Provider(s) listed above (if any).
- Services. The term “Services” shall refer to and consist of the following: (1) any websites, web applications, mobile apps, voice apps (e.g., Amazon Alexa), API’s, or other software (collectively or individually, the “Application(s)”) provided, published, developed or made available by Nutrislice, including but not limited to Application(s) hosted by Nutrislice for or on behalf of the Information Provider(s) described above; (2) any features, software code, scripts, interfaces, graphics, displays, text, documentation, and other components of the Application(s); (3) any updates, modifications, or enhancements to the Application(s); (4) any feature, content, software, hardware, or other products available or offered on or through the Application(s) or therewith; and (5) any corresponding documentation, information, support, hosting, maintenance, or other products or services relating to the Application(s) which are provided or offered to You by Nutrislice, its affiliates, and/or its licensees.
- Application Content. By using the Services, you are likely to gain access to certain content and information (the “Application Content”), which is created, uploaded, made available and/or provided by the Information Provider(s) described above, who are typically (but not necessarily) commercial or non-commercial institutions and/or their respective foodservice divisions, affiliates, providers or contractors, have contracted with Nutrislice to provide the technology Services. Application Content may include but is not limited to menus, food items, descriptions, ingredients, allergen lists, special diet indicators, food source or origin information, food preparation methods, marketing content, multi-media content (videos, images), and other content and information provided by the Information Provider(s) regarding their program(s), dining location(s), services, food, etc.
- Scope of License. The rights granted to You by Nutrislice under these Terms are limited to a revocable, non-exclusive, non-transferable, limited license to install (where applicable), access, and use the Application(s) and Services, in order to receive and interact with Application Content and/or engage with the Information Provider(s), in accordance with the restrictions, terms and conditions of these Terms (the “License”).
- Breach of Restrictions on Use. Any attempt to do any of the above is a violation and breach of these Terms and the rights of Nutrislice and its licensors and shall result in the immediate and automatic termination of your License under section 3.
- Device Limitations. Usage of any of the Application(s) is limited to usage on device(s) that you own, control or have authorized access to, and is subject to any applicable terms and conditions set forth by the operating system of the device, or, if applicable, by the app “store” (App Store, Google Play Store, etc.) through which the Application(s) are accessed or downloaded.
- Intellectual Property Rights. Subject to Section 1.h, you acknowledge and agree that, the Services, Application(s), and all applicable copyrights, patents, trademarks, trade secrets and other intellectual property associated therewith are, and shall remain, the property of Nutrislice or its licensors. Furthermore, you acknowledge and agree that the source and object code of the Services and the format, directories, queries, algorithms, structure, designs, documentation, and organization of the Services are the intellectual property and proprietary and confidential information of Nutrislice and/or its affiliates, licensors, partners, clients, contractors and suppliers as applicable. Similarly, all intellectual property rights to the Application Content are reserved to the Information Provider(s). Except as expressly stated in these Terms, You are not granted any intellectual property rights in or to the Services or the Application Content, by implication, estoppel or other legal theory, and all rights in and to the Services not expressly granted in these Terms are hereby reserved and retained by Nutrislice.
- Third Party Software. The Services may utilize or include third party software that is subject to third-party license terms (“Third Party Software”). You acknowledge and agree that Your right to use such Third Party Software as part of the Services is subject to and governed by the terms and conditions of the license applicable to such Third Party Software, including without limitation any applicable acknowledgements, license terms, open source requirements, and disclaimers contained therein. Subject to Section 5, below, in the event of a conflict between these Terms and the terms of such third-party license, the terms of the third-party licenses shall control only with regard to Your use of the relevant Third Party Software but not with respect to proprietary Nutrislice Services with which it is included.
- Use by Children. The Services are only available for individuals aged 13 years or older, unless you are under 13 years old and are using a device and account that was provided to you by and is used under the supervision and authorization of a parent, guardian, or an approved educational institution, in compliance with the Child Online Privacy Protection Act (COPPA). If you are 13 or older but under the age of 18, you should review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand it, before you agree to it.
Information Provided by the Application(s).
- Application Content, Disclaimer, and User Responsibilities. Through these Terms you are permitted to access the Application Content as made available through the Services, subject to the restrictions set forth herein. You agree that Nutrislice and Information Providers make no representations or warranties that the Application Content contained in the Services is accurate, current, or complete. You agree that Nutrislice and the Information Providers are not responsible for any errors, inaccuracies, or omissions, whether the result of negligence or otherwise, in the Application Content or Services, or for the results produced therefrom, or the outcome arising out of the use of such Application Content or Services, including but not limited to illness or death. The Application Content provided through the Services is for educational purposes only. It is not a substitute for Your own due diligence or consultation with your food providers and appropriate medical professionals. You agree to bear full responsibility for yourself and for any children using the Services under your supervision for the following: (i) to be aware of potential food allergies and food-related medical conditions; (ii) to seek advice from a qualified medical practitioner on any potential food allergies and food-related medical conditions; (ii) inform the administration and food preparation staff of the institution where you will be consuming food of food allergies and food-related medical conditions, and consult with them before consuming foods; (iii) ensure food preparation procedures that are appropriately safe for any allergies or food-related medical are in place to your satisfaction; (iii) to independently verify that information contained in the software is accurate before making any food-related decision based thereon--regardless of how many times you have used the Services or relied on the Application Content in the past.
- ALLERGIES AND MEDICAL CONDITIONS DISCLAIMER. MENUS, FOOD ITEMS, DESCRIPTIONS, IMAGES, INGREDIENTS, ALLERGEN LISTS, FOOD PREPARATION METHODS, AND OTHER INFORMATION REGARDING THE FOODS DISPLAYED ON OR THROUGH THE SERVICES ARE SUBJECT TO INACCURACIES, FREQUENT CHANGES, AND/OR CROSS-CONTAMINATION AND YOU BEAR THE ULTIMATE RESPONSIBILITY OF TAKING SUCH FACTORS INTO CONSIDERATION BEFORE RELYING ON THE APPLICATION CONTENT PRODUCED BY OR DISPLAYED VIA THE SERVICES. BY USING THE SERVICES, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT NUTRISLICE AND INFORMATION PROVIDERS ARE NOT RESPONSIBLE FOR THE RESULTS OF YOUR DECISIONS RESULTING FROM THE USE OF ANY SERVICES INCLUDING, BUT NOT LIMITED TO, YOUR CHOOSING TO TAKE (OR NOT CHOOSING TO TAKE) A SPECIFIC COURSE OF ACTION BASED ON THE APPLICATION CONTENT PROVIDED. YOU UNDERSTAND THAT ALLERGEN OR INGREDIENT INFORMATION PROVIDED IN OR DISPLAYED VIA ANY SERVICES IS PROVIDED AS A GUIDE ONLY AND NOT AS A SUBSTITUTE FOR ADVICE FROM A MEDICAL PROFESSIONAL AND INDEPENDENT CONSULTATION WITH YOUR FOOD SERVICE PROVIDER REGARDING ANY ALLERGIES OR FOOD-RELATED MEDICAL CONDITIONS. YOU ACKNOWLEDGE THAT NUTRISLICE IS NOT THE SOURCE OF FOOD-RELATED APPLICATION CONTENT AND AGREE TO RELEASE US FROM ANY AND ALL RESPONSIBILITY FOR OR LIABILITY ARISING FROM SUCH APPLICATION CONTENT.
- Term and Termination. These Terms, and your License granted hereunder shall be effective for as long as you use the Services, unless terminated by You or Nutrislice as provided in this section or unless these Terms are superseded by new Terms provided by Nutrislice. If You fail to comply with or breach any term, condition, restriction or provision of these Terms, Your License to use the Services will terminate immediately, automatically without notice from Nutrislice, without releasing you from any obligations or responsibilities with respect to your previous use and access of the Services. Following termination by Nutrislice of your License hereunder, or in order for You to effectively terminate these Terms and your License hereunder, You must do the following: delete or close any user account(s) created within the Services (as applicable), cease all use of the Services, and uninstall, remove, delete and/or destroy (as applicable) all copies, full or partial, of any of the Application(s) and Application Content, including clearing cookies, cache, and storage related to the Application(s) in any web browsers in which you have accessed the Applications. Should you desire to resume use of any of the Services following a Termination, you will be required to agree to and comply with the then-current Terms prior to your renewed use.
- Links; Third Party Materials. The Services may enable access to content, services and web sites which are accessible outside of the Services, which may be published or provided by Nutrislice, Information Providers, or third-parties (collectively and individually, “Links”). Certain Links may display, include or make available content, data, information, applications, terms of service, or materials from third-parties (“Third Party Materials”) or provide links to third-party web sites. By using the Links or accessing Third Party Materials, You acknowledge and agree that: (i) Nutrislice is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Links, Third Party Materials or websites; (ii) Nutrislice does not monitor, moderate, approve, warrant or endorse any Links or Third Party Materials; (iii) Third Party Materials and Links are provided or accessible solely as a convenience to You; (iv) Your use and access of any Links or Third Party Material is done at your sole risk; and (v) Nutrislice and its affiliates, partners, suppliers and licensors, including Information Providers, do not assume and will have no liability or responsibility to You or any other person for any Third Party Materials, information, material, content, websites, or subject matter that is accessible via any Links, including without limitation any Third Party Materials that are found to be offensive, indecent or objectionable, or that gives rise to any liability, damages, loss, claims or causes of action.
- NO WARRANTY. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SERVICES AND APPLICATION CONTENT IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND APPLICATION CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND NUTRISLICE AND INFORMATION PROVIDER HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICES AND APPLICATION CONTENT, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. NUTRISLICE DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES, THAT THE FUNCTIONS CONTAINED IN, OR PERFORMED OR PROVIDED BY, THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SERVICES WILL BE COMPATIBLE OR INTEROPERABLE WITH YOUR DEVICE OR ANY OTHER PIECE OF HARDWARE, SOFTWARE, EQUIPMENT INSTALLED OR USED WITH YOUR DEVICE, OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SERVICES OR APPLICATION CONTENT WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY NUTRISLICE, ITS AUTHORIZED REPRESENTATIVE, OR INFORMATION PROVIDER SHALL CREATE A WARRANTY. Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so one or more of the above exclusions and limitations may not apply to you.
- Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL NUTRISLICE OR INFORMATION PROVIDER BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, DIRECT, INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Some jurisdictions do not allow the limitation of liability for personal injury, or of direct, incidental or consequential damages, so a portion of this limitation may not apply to you. In no event shall Nutrislice’s or Information Provider’s total liability to you for all damages (other than as may be required for actual damages by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. You acknowledge that you may have or may in the future have claims against us which you do not know or suspect to exist in your favor when you agreed to these Terms and which if known, might materially affect your consent to these Terms. You expressly waive all rights you may have under Section 1542 of the California Civil Code, which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
- Indemnification. You shall indemnify, defend and hold harmless Nutrislice and Information Provider and their affiliates, partners, suppliers and licensors, and each of their respective officers, directors, agents and employees, (the “Indemnified Parties”) from and against any claim, proceeding, loss, damage, fine, penalty, interest and expense (including without limitation attorneys’ fees) arising out of or in connection with: (i) Your access to or use of the Services, Application Content, Services, Links or Third Party Materials, or that of a minor under Your supervision; (ii) Your breach of these Terms; (iii) Your violation of any applicable laws, rules or statutes; (iv) Your negligence or willful misconduct; or (v) Your violation of the rights of any third party, including infringement by You of any intellectual property or misappropriation of any proprietary right or trade secret of any person or entity. These obligations will survive any termination of your License or these Terms.
- Export and Restricted Countries. You may not use or otherwise export or re-export the Services except as authorized by United States law and the laws of the jurisdiction in which the Services were obtained or received. In particular, but without limitation, the Services may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Services, you represent and warrant that you are not located in any such country or on any such list. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- Third-Party Claims of Infringement. Nutrislice will not be responsible for content added to Nutrislice software by any third-party (including Information Provider) and subsequently hosted by Nutrislice, but which Nutrislice had no knowledge of the infringing nature thereof. Nutrislice will take down any infringing material added to Nutrislice software by a third party upon proper notice to Nutrislice, according to DMCA safe harbor provisions. In the event of a third party claim that the Services or your use thereof infringes any third party’s intellectual property rights, You (and not Nutrislice) will be responsible for the investigation, defense, settlement and discharge of any such claim of infringement. You will, however, notify Nutrislice in writing of such claim.
- User Feedback. All communications, feedback, questions, comments, suggestions, proposed features, and the like (collectively “Feedback”) will be considered non-confidential and non-proprietary with regard to you, but we reserve the right to treat any such Feedback as the confidential information of Nutrislice. By submitting Feedback to us, you assign to use, free of charge, a perpetual, irrevocable, worldwide license to create derivative works, distribute, reproduce, perform, display, and otherwise use, any intellectual property rights or proprietary information and ideas contained within any such Feedback, including without limitation the right to sublicense or assign any of the foregoing. We will be entitled to use any Feedback you submit to us, and any ideas, concepts, know-how or techniques contained in any such Feedback, for any purpose whatsoever, including but not limited to developing and marketing products and services using such Feedback without restriction and without notifying or compensating you in any way. Providing Feedback is voluntary and optional. Please do not send us any information or materials for which you do not wish to grant us such rights, including, without limitation, any confidential information or any original creative materials such as product ideas, written materials, photographs, original artwork, or computer code. You are responsible for the information and other content contained in any Feedback you submit to us.
- Apple-Specific Provisions. If you are using an iOS version of this App on an Apple device or Apple iOS powered device, you acknowledge that your use of the Application(s) shall be limited to use on any iPhone, iPad, or iPod that You own or control, as permitted by and subject to the Usage Rules set forth in applicable sections of the Apple App Store Terms and Conditions (the “Usage Rules”); and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this agreement, and upon Your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against You as a third party beneficiary thereof. Nutrislice and/or Information Providers, and not Apple, are responsible for addressing any claims of the end-user or any third party relating to the Services or the end-user’s possession and/or use of the Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Services fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Services. In the event of any third party claim that the Services or the end-user’s possession and use thereof or content provided by an Information Provider infringes that third party’s intellectual property rights, Nutrislice and/or the Information Provider, and not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- Electronic Notice. You agree that Nutrislice may communicate with you electronically regarding your use of the Services and that any notices, agreements, disclosures or other communications that Nutrislice sends to you electronically will satisfy any legal communication requirements, including that the communications be in writing. To withdraw your consent from receiving electronic notice, please notify us at firstname.lastname@example.org.
- Notice for California Users. Under California Civil Code Section 1789.3, California users of our Services 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 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
- Governing Law. The laws of the State of Colorado, excluding its conflicts of law rules, govern these Terms and your use of the Services. Your use of the Services may also be subject to other local, state, national, or international laws. For any dispute related to the Services or arising from these Terms, You irrevocably consent to the nonexclusive jurisdiction and venue of the state and federal courts located in the State of Colorado.
- Modification or Amendment. Nutrislice may modify or amend these Terms by posting a copy of the modified or amended Terms on the Nutrislice website. You will be deemed to have agreed to any such modification or amendment by Your decision to continue using the Services following the date in which the modified or amended Terms are posted on the Application(s).
- Survival. Terms which by their express language or by their context are intended to survive termination, or which would meaningfully limit the risk or liability of Nutrislice or Information Provider or protect the rights or interests of the same shall survive termination by You or by Nutrislice of your rights under these Terms.
- Contact Information. Any end-user questions, complaints or claims, or takedown notices with respect to the: (i) Application Content should be directed to the Information Provider, and (ii) Services should be directed to Nutrislice at the contact information provided above.