Simply Fork’d, Inc.
Effective Date: April 12, 2019
In order to use the interactive features on the App, you may be required to register with us through our online registration process. Regardless of how you decide to use the Services, your use of the Services and conduct on the App is governed by this Agreement.
1. Your Use of the App and Affirmative Representations.
1.1 Services Usage.
By using the App to purchase subscriptions, you are agreeing to the price and terms contained herein. Prices are subject to change at the sole discretion of us; we will provide sufficient notice of any changes to pricing for current users.
If you use our Services, you agree to pay the then-current applicable Services fees listed on the Site, or, arrange for payment of our Services fees with a third party payor (as agreed by us). Company will automatically bill your credit card submitted in ordering the Services on the date the Services are activated or at the expiration of any trial period, as applicable. Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you are responsible for payment of all such taxes, levies or duties. If any fee cannot be charged to your credit card for any reason, Company may provide you, via email, notice of such non-payment and a link for you to update your payment information. If such non-payment is not remedied after we send such notice of non-payment, then Company may immediately terminate the applicable Service.
1.3 Automatic Renewal and Cancellation.
All of our Services renew automatically at the end of your term. Upon signing up for the Services, your credit card will be initially charged and charged at the end of your term. Renewal will be for your then current Service. If you elect to cancel or use any other promotions, please ensure to make such election five business days prior to renewal.
1.4 Failed Transactions.
Upon a failed credit card transaction, we may retry the charge charges to your credit card for up to 60 days.
You are eligible for a full refund for 14 days after a charge is processed. To receive a refund, contact us either by email or phone.
1.6 App Usage.
To use our services, you must be over the age of majority and register an account with the App. In addition, you represent that: (a) the information you submit is truthful and accurate; (b) you will update your contact information if it changes so that we can contact you; (c) your use of the App and your use of services available on the App do not violate any applicable law or regulation or constitute or encourage a criminal offense, illegal activity or violate the rights of any third party; (d) you are age of majority and may enter into binding contracts in the state in which you reside; and (e) you will comply with the rules for online conduct (as defined in Section 2 below) to the App, as discussed in Section 2 below. You further represent and warrant that you will comply with all local rules regarding online conduct.
2. Rules Governing Interactive Features.
(a) will not upload, post, email or submit Content that: (i) are defamatory, damaging, disruptive, unlawful, inappropriate, offensive, inaccurate, pornographic, vulgar, indecent, harmful, profane, hateful, racially or ethnically offensive, obscene, lewd, lascivious, filthy, threatening, abusive, excessively violent, harassing, or otherwise objectionable; (ii) incite, encourage or threaten immediate physical harm against another, including but not limited to, Content that promote racism, bigotry, sexism, religious intolerance or harm against any group or individual; or (iii) contain material that solicits personal information from anyone under 13 or exploits anyone in a sexual or violent manner;
(b) will not use the App for any unauthorized purpose including collecting user information to send unauthorized electronic communications, or engaging in unauthorized framing of, or linking to, the App without our express written consent;
(c) will not disrupt or interfere with the security of, or otherwise abuse the provision of any services, system resources, accounts, servers or networks connected to or accessible through the App or affiliated or linked websites, or access or use nonpublic areas of the App;
(d) will not disrupt or interfere with any other user’s enjoyment of the App;
(e) will not use your account for any unlawful or otherwise unauthorized activities as determined by Us.
(f ) will comply with all local, state, and federal laws including but not limited to having all appropriate permits, licenses, and will comply with any regulatory agencies regarding posting, fee sharing, or any work performed.
3. Grant of License to Us for Content.
We do not claim any ownership right in the Content that you post on or through the App. After posting your Content on the App, you continue to retain any rights you may have in your Content, including any intellectual property rights or other proprietary rights associated with your Content, subject to the license you grant to us below. We need a license from you so that we can use your Content on the App or elsewhere and permit App users to license your Content for use in connection with our App.
By posting messages, images, or any general content (“Content”) to the App, you grant us a perpetual, nonexclusive (meaning you are free to license your Content to anyone else in addition to us), sublicensable (so that we can use third party service providers such as hosted service providers to make the App available to you and permit you and others to use interactive features on the App such as allowing App users to license your Content for use in connection with the App) and worldwide (because the Internet and the App are global in reach), transferable license to use, modify, create derivative works of, publicly perform, publicly display, reproduce and distribute the Content in connection with the App, our App, our business or the promotion thereof in any media formats and through any media channels now known or hereafter devised.
4. Grant of License to You to use Content.
4.1 Limited Granting of License to Use Content in Connection with the App.
We reserve the right to allow users to post Content. Posting of Content will be limited by Us pursuant to predetermined geographical restrictions.
4.2 License Restrictions.
4.2.1 Limited Content.
We reserve the right to limit Content in specific geographical regions at our discretion. You may contact us regarding availability for Content, but may not be granted Content as Our quotas for restrictions may have been met.
4.2.2 Account Maintenance.
You have an obligation to maintain your Account. You shall not either directly or through the use of any device, software, internet website, web based service or other means remove, alter, bypass, avoid, interfere with, or circumvent any copyright, trademark, or other proprietary notices marked on the App or any digital rights management mechanism, device, or other content protection or access control measure associated with other Content or the App. We also reserve the right to remove your Content or Account at our discretion. The take down may occur due to violation of these terms or reports of abuse and or fraudulent activities.
4.2.3 Accuracy of Information.
You agree all information you post in your Content shall be accurate.
5. Use and Protection of Account Number and Password.
We may ask you to create a username and password to manage your Account. You are responsible for maintaining the confidentiality of your Account, username, and password. You shall not transfer your Account, username or password to any third party without our consent. You must: (a) immediately notify us of any unauthorized use of your Account or any other breach of security; and (b) ensure that you exit from your Account at the end of each session.
6. Our Intellectual Property Rights.
All of the information on the App, including without limitation to IP, and the trademarks, service marks, and logos contained on the App, are owned by or licensed to us and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. We reserve all rights not expressly granted in and to the App and the Content. You agree that you will not circumvent, disable or otherwise interfere with security related features of the App or features that: (a) prevent or restrict use or copying of any Content; or (b) enforce limitations on use of the App or the Content on the App. You further agree not to access the App by any means other than through the interface that we provide, unless otherwise specifically authorized by us in a separate written agreement.
7. Our Management of the App/User Misconduct.
7.1 Our App Management.
We may, but are not required to: (a) monitor or review the App for violations of this Agreement and for compliance with our policies;
(b) report to law enforcement authorities and/or take legal action against anyone who violates this Agreement;
(c) refuse, restrict access to or the availability of, or remove or disable (to the extent technologically feasible) any Content or any portion thereof that may violate this Agreement, the law or any of our policies or are excessive in size or burdensome without prior notice to you; and/or
(d) manage the App in a manner designed to protect our and third parties’ rights and property or to facilitate the proper functioning of the App.
7.2 Our Right to Terminate Users.
Without limiting any other provision of this Agreement, we reserve the right to, in our sole discretion and without notice or liability deny access to and use of the App to any person for any reason or for no reason at all, including without limitation for breach of any representation, warranty or covenant contained in this Agreement, or of any applicable law or regulation.
8. Term and Survival.
Your subscription will automatically renew unless you contact us prior to the end of the current subscription term. This Agreement shall remain in full force and effect while you use the App. You may terminate your use or participation at any time, for any reason, by emailing us. Upon termination of your App account for any reason, we will close your account, and you will no longer be able to retrieve materials contained in the account. The following sections will survive termination of this Agreement: 3, 4, 9, 12, 13, 14, 15 and 16.
9. Copyright Policy.
We will terminate the account and access rights of any repeat infringer in appropriate circumstances. If you are a copyright owner or the legal agent of a copyright owner, and you believe that any Content on the App infringes upon your copyrights, you may submit a notification pursuant to our Digital Millennium Copyright Act Notice.
The Internet and technology are rapidly changing. Accordingly, we may modify this Agreement from time to time. If you are a registered user, you will be asked to click to accept the new agreement the next time you log on to the App in order to be able to continue to use the interactive portions of the App. We will also put any revised versions of this Agreement on the App with a notice advising of the change. It is therefore important that you regularly check the App for any announcements about revisions and keep your contact information current to ensure you are informed of any changes.
11. Third Party Services.
The App may contain links to other websites, apps, content, and other product and services ("Third Party Services"). We do not own or operate the Third Party Services, and we have not reviewed, and cannot review, all of the material, including goods or services, made available through Third Party Services. The availability of these links on the App does not represent, warrant or imply that we endorse any Third Party Services or any materials, opinions, goods or services available on them. Third party materials accessed through or used by means of the Third Party Services may also be protected by copyright and other intellectual property laws.
We may integrate with third party grocery shopping services as part of the App. However, we do not represent any activities of the grocery services; any disputes that arise regarding such deliveries must be addressed directly with the third party.
12. Disputes, Choice of Law and Forum.
You agree that any dispute shall be settled via arbitration and that arbitration will be administered by Judicial Arbitration & Mediation Services, Inc. (“JAMS”) pursuant to its Streamlined Arbitration Rules & Procedures (the “JAMS Rules”). You agree that the arbitrator shall have the power to decide any motions brought by any party to the arbitration, including motions for summary judgment and/or adjudication and motions to dismiss and demurrers applying the standards set forth under the California Code of Civil Procedure. You agree that the arbitrator shall issue a written decision on the merits. You also agree that the arbitrator shall have the final power to award any remedies available under applicable law, and that the arbitrator shall award Attorney’s fees and costs to the prevailing party where provided by applicable law. You agree that the decree or award rendered by the arbitrator may be entered as a final and binding judgment in any court having jurisdiction thereof. You agree that the arbitrator shall administer and conduct any arbitration in accordance with California LAW, including the California Code of Civil Procedure and the California evidence code, and that the arbitrator shall apply substantive and procedural California law to any dispute or claim, without reference to rules of conflict of law. To the extent that the JAMS Rules conflict with California law, California law shall take precedence.
WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, YOU AND SIMPLY FORK’D, INC. WILL NOT COMMENCE AGAINST THE OTHER A CLASS ACTION, CLASS ARBITRATION OR REPRESENTATIVE ACTION OR PROCEEDING.
ALL SERVICES AND CONTENT PROVIDED THROUGH THE APPLICATION ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OR CONDITIONS OF ANY KIND. BY OPERATING THE APPLICATION, WE DO NOT REPRESENT OR IMPLY THAT WE ENDORSE ANY MESSAGES OR OTHER MATERIALS OR ITEMS AVAILABLE ON OR LINKED TO BY THE APPLICATION, INCLUDING WITHOUT LIMITATION, CONTENT HOSTED ON THIRD PARTY APPLICATIONS, OR THAT WE BELIEVE MESSAGES OR ANY OTHER MATERIALS OR ITEMS TO BE ACCURATE, USEFUL OR NONHARMFUL. WE CANNOT GUARANTEE AND DO NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE MESSAGES OR APPLICATION. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THE APP SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. YOU AGREE THAT YOUR USE OF THE CONTENT, APPLICATION AND SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND EACH OF OUR ADVERTISERS, LICENSORS, SUPPLIERS, OFFICERS, DIRECTORS, INVESTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS AND OTHER CONTRACTORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED IN CONNECTION WITH THE APP AND YOUR USE THEREOF. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF THE APPLICATION'S CONTENT, THE CONTENT OF ANY WEBSITE LINKED TO THE APP, INFORMATION OR ANY OTHER INFORMATION ON THE APP OR LINKED TO BY THE APP. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES OR INACCURACIES OF CONTENT, MESSAGES AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR APP OR SERVICES, (C) ANY ILLEGAL OR UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND ALL PERSONAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE APP, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE APP BY ANY THIRD PARTY, OR (F) ANY ERRORS OR OMISSIONS IN ANY MESSAGES, CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE APP. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES, OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN ONE OF THESE STATES OR JURISDICTIONS, THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
YOU, TAKE SOLE RESPONSIBLITY FOR THE PREPARATION AND STORAGE OF ALL FOOD PRODCUTS AND COOKING UTENSILS. WE INTEND TO PROVIDE USEFUL DIETARY INFORMATION. WE DO NOT ENGAGE IN RENDERING MEDICAL ADVICE, COUNSELING OR OTHER SERVICES. THE SERVICES OFFERED ARE NOT DESIGNED NOR INTENDED FOR USE IN THE DIAGNOSIS OR TREATMENT OF ANY DISEASE OR CONDITION. NOR IS IT INTENDED TO CURE, TREAT, MITIGATE OR PREVENT ANY DISEASE OR CONDITION. WE ONLY SEEK TO PROVIDE INFORMATION ABOUT YOUR CURRENT NUTRITIONAL GUIDELINES AND GOALS. THIS INFORMATION IS NOT INTENDED TO SUPPLANT YOUR OWN BEST JUDGMENT AS TO YOUR DIETARY REQUIREMENTS AND/OR THAT OF YOUR MEDICAL CARE PROVIDER REGARDING YOUR DIET. CONSULT YOUR MEDICAL CARE PROVIDER REGARDING ANY MEDICAL CONDITIONS YOU MAY HAVE OR ARE CONCERNED ABOUT REGARDING YOUR NUTRITION OR ANY OTHER GENERAL CONDITIONS. IF IN THE USE OF OUR SERVICES, YOU EXPERIENCE ANY DISCOMFORT OR DEVELOP ANY UNUSUAL CONDITIONS, CEASE USING THE SERVICES AND SEEK IMMEDIATE MEDICAL ATTENTION.
14. Limited Liability.
IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE APP, SERVICES OR ANY OTHER CONTENT THEREIN. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, OUR LIABILITY TO YOU IN RESPECT OF ANY LOSS OR DAMAGE SUFFERED BY YOU AND ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR FOR BREACH OF STATUTORY DUTY OR IN ANY OTHER WAY SHALL NOT EXCEED FIVE HUNDRED DOLLARS [$500] OR THE AMOUNT PAID IN SERVICES, WHICH EVER IS GREATER.
You agree to indemnify and hold us, our subsidiaries, affiliates, and licensors and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of the Content you post to the App, your use of the App, Content, in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above.
16.1 Entire Agreement.
This Agreement constitutes the entire agreement between you and us regarding the use of the App and supersedes any prior or contemporaneous understandings and agreements between you and us related to the subject matter hereof.
16.2 Independent Contractors.
Nothing in this Agreement shall be deemed to create an agency, partnership, joint venture, employer/employee or franchisor/franchisee relationship of any kind between us and any user.
16.3 No Third Party Beneficiaries.
This Agreement is between you and us. There are no third-party beneficiaries to this Agreement.
16.4 Section Titles.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision.
This Agreement operates to the fullest extent permissible by law. If any provision or part of a provision of this Agreement is unlawful, void, or unenforceable, that provision or part of the provision is deemed to be drafted in such a manner to comply with the law.
You may not assign your rights under this Agreement to any third party; we may assign our rights under this Agreement without condition.
This Agreement was last updated on: April 12, 2019