Revised August 4, 2007
Welcome to the Project Foodie, Inc. (“Project Foodie”) web site located at http://www.projectfoodie.com (“Site”) that allows for the posting and viewing of various food-related content, including articles, recipes, blogs, web pages, and forum posts (“Content”).
The services hereunder are offered by Project Foodie, Inc., located at: 1265 Hanchett Ave., San Jose, CA 95126 and email:
1. Eligibility. the Site IS not available to persons under the age of 13 or to any Users previously suspended or removed from the Site by Project Foodie. By clicking the “I Agree” button or by otherwise downloading, installing, or using the Site, you represent that you are at least 13 years of age and have not been previously suspended or removed from the Site by Project Foodie.
2. Your Privacy. Your privacy is important to Project Foodie. Project Foodie’s Privacy Notice is hereby incorporated into these Terms by reference. Please read this notice carefully for information relating to Project Foodie’s collection, use, and disclosure of your personal information.
3. Certain Features and Services. When using the Site, you will be subject to any additional posted guidelines or rules applicable to specific services and features which may be posted from time to time (the “Guidelines”). All such Guidelines are hereby incorporated by reference into these Terms.
4. Changes to these Terms. Project Foodie reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms at any time. Please check these Terms and any Guidelines periodically for changes. Your continued use of the Site after the notice of changes to these Terms is given to you constitutes your binding acceptance of such changes.
5. Digital Millennium Copyright Act. It is Project Foodie’s policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to Project Foodie’s DMCA Notification Guidelines. Project Foodie will promptly terminate without notice any User’s access to the Site if that User is determined by Project Foodie to be a “repeat infringer.” A repeat infringer is a User who has been notified by Project Foodie of infringing activity violations more than twice and/or who has had any Content removed from the Site more than twice.
6. Content License Grant; Representations and Warranties.
6.1 License Grant to Project Foodie for Content. By distributing or disseminating Content through the Site, you hereby grant to Project Foodie a worldwide, perpetual, non-exclusive, transferable, assignable, fully paid-up, royalty-free license, with the right to sublicense, to host, transfer, display, perform, reproduce, distribute, and otherwise exploit your Content, in any media formats and through any media channels, whether now existing or devised in the future.
6.2 Content Representations and Warranties. You are solely responsible for your Content and the consequences of posting or publishing it. By uploading and publishing your Content, you affirm, represent, and warrant that: (1) you are the creator and owner of or have the necessary licenses, rights, consents, and permissions to use and to authorize Project Foodie to use and distribute your Content as necessary to exercise the licenses granted by you in this section and in the manner contemplated by Project Foodie and the Terms; (2) your Content does not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (b) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; (3) your Content does not contain any viruses, adware, spyware, worms, or other malicious code. Violators of these third-party rights may be subject to criminal and civil liability. Project Foodie reserves all rights and remedies against any Users who violate thE Terms.
6.3 Content Disclaimer. You understand that when using the Site you will be exposed to Content from a variety of sources, and that Project Foodie is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Project Foodie with respect thereto. Project Foodie does not endorse any Content or any opinion, recommendation or advice expressed therein, and Project Foodie expressly disclaims any and all liability in connection with Content. Without limiting the generality of the foregoing, you agree that none of the Content on Project Foodie should be construed or relied upon as health or medical advice, and any Content related to nutrition, diet, or disease prevention is provided for information purposes only. If notified by a User or a content owner of Content that allegedly does not conform to the Terms, Project Foodie may investigate the allegation and determine in its sole discretion whether to remove the Content, which it reserves the right to do at any time and without notice. For clarity, Project Foodie does not permit copyright infringing activities on the Site.
7. Prohibited Conduct.
BY USING THE Site YOU AGREE not TO:
7.1 use the Site for any purposes other than to disseminate or receive original or appropriately licensed content and/or to access the Site as such services are offered by Project Foodie;
7.2 post, upload, or distribute any Content or other content that is unlawful or that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive, or otherwise inappropriate, or that is defamatory, libelous, or inaccurate;
7.3 impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Site accounts of others without permission, forge another persons’ digital signature, misrepresent the source, identity, or content of information transmitted via the Site, or perform any other similar fraudulent activity;
7.4 delete the copyright or other proprietary rights on the Site or Content;
7.5 make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Users of the Site. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures;
7.6 use the Site for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;
7.7 defame, harass, abuse, threaten or defraud Users of the Site, or collect, or attempt to collect, personal information about Users or third parties without their consent, or use the Site for any commercial use, it being understood that the Site is for personal, non-commercial use only;
7.8 remove, circumvent, disable, damage or otherwise interfere with security-related features of the Site or Content, features that prevent or restrict use or copying of any content accessible through the Site, or features that enforce limitations on the use of the Site or Content;
7.9 reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
7.10 modify, adapt, translate or create derivative works based upon the Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation; or
7.11 intentionally interfere with or damage operation of the Site or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code.
8. Project Foodie Account. When you use certain Site features, including but not limited to forums and blogs, you will be asked to log-in to your Project Foodie account using your password. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You agree that the information you provide to Project Foodie during the account registration process and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. If you have reason to believe that your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your account ID, password, or any credit, debit or charge card number, if applicable), then you agree to immediately notify Project Foodie. You may be liable for the losses incurred by Project Foodie or others due to any unauthorized use of your Site account.
9. Third-Party Sites, Products and Services. The Site may include links or references to other web sites or services solely as a convenience to Users (“Reference Sites”). Project Foodie does not endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites. In addition, your correspondence or business dealings with, or participation in promotions of, third parties found on or through the Site, including but not limited to restaurants and retailers, are solely between you and such third party. Access and use of Reference Sites, including the information, materials, products, and services on or available through Reference Sites is solely at your own risk.
10. Termination; Violation of These Terms.
10.1 Project Foodie. You agree that Project Foodie, in its sole discretion, for any or no reason, and without penalty, may terminate any account (or any part thereof) you may have with Project Foodie or your use of the Site and remove and discard all or any part of your account, User profile, and any of your Content, at any time. Project Foodie may also in its sole discretion and at any time discontinue providing access to the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site or any account you may have or portion thereof may be effected without prior notice, and you agree that Project Foodie will not be liable to you or any third party for any such termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Project Foodie may have at law or in equity. As discussed herein, Project Foodie does not permit copyright infringing activities on the Site, and will terminate access to the Site, and remove all Content or other content submitted by any Users who are found to be repeat infringers.
12. Indemnification. You agree to indemnify, save, and hold Project Foodie, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Site, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. Project Foodie reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Project Foodie, and you agree to cooperate with Project Foodie’s defense of these claims. Project Foodie will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
13. Disclaimers; No Warranties.
13.1 No Warranties. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, Project Foodie, and its affiliates, partners, and SUPPLIERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. no advice or information, whether oral or written, obtained by you from Project Foodie or through the Site will create any warranty not expressly stated herein. you expressly acknowledge that as used in this section 13, the term “Project Foodie” includes Project Foodie’s officers, directors, employees, shareholders, agents, licensors and subcontractors.
13.2 “As Is” and “As Available” and “With All Faults”. you expressly agree that use of the Site is at your sole risk. THE Site AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, Content, reference sites, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE Site ARE PROVIDED on an “AS IS” AND “AS AVAILABLE”, “with all faults” basis and WITHOUT WARRANTIES or representations OF ANY KIND EITHER EXPRESS OR IMPLIED. PROJECT FOODIE DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE, CONTENT, or any reference sites IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
13.3 Site Operation and Content. Project Foodie DOES NOT WARRANT THAT THE DATA, Content, FUNCTIONS, or any other information OFFERED ON or through THE SITE or any reference sites WILL BE UNINTERRUPTED, or free of errors, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT YOU use, access, DOWNLOAD, OR OTHERWISE OBTAIN information, materials, OR DATA THROUGH THE SITE (INCLUDING RSS FEEDS) or any reference sites AT YOUR own DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR property (including your computer system) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD or use OF SUCH MATERIAL OR DATA.
14. Limitation of Liability and Damages.
14.1 Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL PROJECT FOODIE OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (including without limitation damages arising from any unsuccessful court action or legal dispute, lost business, lost revenues, or loss of anticipated profits OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS ON THE SITE or any reference sites, OR ANY OTHER INTERACTIONS WITH PROJECT FOODIE, EVEN IF PROJECT FOODIE OR A PROJECT FOODIE AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, PROJECT FOODIE’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
14.2 Limitation of Damages. IN NO EVENT WILL PROJECT FOODIE OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE OR your interaction with OTHER SITE USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SITE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE date of the claim OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.
14.3 Reference Sites. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED on any reference sites or otherwise BY THIRD PARTIES OTHER THAN PROJECT FOODIE AND RECEIVED THROUGH OR ADVERTISED ON THE SITE OR RECEIVED THROUGH ANY reference sites.
14.4 Limitations by Applicable Law. CERTAIN STATE LAWS DO NOT ALLOW 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.
15.1 Notice. Project Foodie may provide you with notices, including those regarding changes to Project Foodie’s terms and conditions, by email, regular mail or postings on the Site. Notice will be deemed given twenty-four hours after email is sent, unless Project Foodie is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to a postal address, if provided by you through the Site. In such case, notice will be deemed given three days after the date of mailing. Notice posted on the Site is deemed given 30 days following the initial posting.
15.2 Waiver. The failure of Project Foodie to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Project Foodie.
15.3 Governing Law. These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law.
15.4 Jurisdiction. You agree that any action at law or in equity arising out of or relating to these Terms or Project Foodie will be filed only in the state or federal courts in and for Santa Clara County, California, and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action.
15.5 Severability. If any provision of these Terms or any Guidelines is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
15.7 Survival. Upon termination of these Terms, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, sections 5, 6, and 10-15.
15.8 Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
15.9 Entire Agreement. This is the entire agreement between you and Project Foodie relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms or Guidelines made by Project Foodie as set forth in Section 4 above.
15.10 Claims. YOU AND PROJECT FOODIE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
15.11 Contact Information. The services hereunder are offered by Project Foodie, Inc., located at: 1265 Hanchett Ave., San Jose, CA 95126 and email:
. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.