Effective as of January 1, 2013
Food Start Copyright Policy
As long as you comply with this Agreement, Food Start grants you a limited, revocable, nonexclusive, non-assignable, non-sublicensable right to access and use the Service as it is intended to be used and in accordance with this Agreement and applicable law. We grant you no other rights, implied or otherwise.
Modifications to the Agreement. Food Start may change or amend these terms. If we make material changes, we will notify you, either through the user interface, in an email notification, or through other reasonable means. Any changes we make will not apply retroactively. Your use of the Service after the date such change(s) become effective will constitute consent to the changed terms. If you do not agree to the changes, you must immediately stop using the Service. Otherwise the new terms will apply to you.
Links to Other Sites. The Service may contain links to other independent third-party websites (“Linked Sites”). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Food Start’s control, and Food Start is not responsible for and does not necessarily endorse the content or practices of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.
2. Description Of Service
General Description. The Food Start Service is a crowd funding service designed specifically for the food and beverage industry. It connects businesses with projects that are in need of funding (“business members”) with members of the public who would like to pledge funds to help the business members reach their project goal (“backer members”). Business members and backer members are referred to collectively as “members.”
3. Conditions Of Use And User Conduct
As a condition of using the site and its content, you agree to the following:
Certain components of the Service permit or require you to open a member account (including setting up password). You are entirely responsible for maintaining the confidentiality of your account information, including your password, and for any and all activity that occurs under your account. You agree to notify Food Start immediately of any unauthorized use of your account or password, or any other breach of security.
Food Start Service accounts are individual to a specific person of business. If you open an account with the Food Start Service, you agree not to share your account or your account password with any third party.
If you open a Food Start Service account on behalf of a business, you represent and warrant that you have the authority to bind that business to this Agreement.
You must not use the Service to harass, threaten, impersonate, or intimidate anyone.
You must not upload, post, email, transmit, or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable.
You must not upload, post, email, transmit, or otherwise make available any content that is in violation of copyright, trademark, patent, or other law protecting intellectual property in any jurisdiction, or that violates any individual’s publicity or privacy rights.
You must not upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “affiliate links,” or any other form of solicitation.
You must not transmit any worms or viruses or any code of a malicious or destructive nature.
You must not violate, and you are solely responsible for the violation of, any laws applicable to your jurisdiction (including but not limited to intellectual property laws). In particular, it is your sole responsibility to comply with all applicable food safety laws and regulations, all laws and regulations concerning the sale, distribution and/or advertising of alcoholic beverages, and the like.
You must not use the Service for any illegal or unauthorized purpose. If you are an international user, you agree to comply with all local laws regarding online conduct and acceptable content.
You must not use the Service, or any project posted to the Service, to falsely suggest an affiliation, sponsorship, or endorsement on the part of Food Start for the creator of any project or for any project itself.
4. User Content
General. The Service allows you to upload, transmit, publish and disseminate pictures, text, and audio visual content (“User Content”) for a variety of purposes, including creating your own personalized Food Start projects and sharing such content through the Service (and through third-party sites such as Facebook and Twitter).
Representations and Warranties. When you upload User Content on or through the Service, you represent and warrant that, with respect to all User Content that you upload, transmit, publish and disseminate through the Service, (a) you have all the rights and licenses necessary to use, reproduce, publish, display publicly, perform publicly, distribute, and/or otherwise exploit such User Content in connection with the Service (and to grant to Food Start the licenses set forth in this Agreement); (b) the User Content will not infringe or otherwise violate the copyright, trademark right, patent right, or other intellectual property rights of any third party; (c) the content is not defamatory or otherwise illegal; and (d) you have the consent, release, and/or permission of each identifiable person depicted in your User Content to upload, transmit, publish, and/or disseminate their name and/or likeness through the Service.
License to Food Start. In order to provide you with the Service, it is necessary for you to grant Food Start certain licenses to your User Content. With respect to User Content, you agree to grant – and hereby do grant – to Food Start (and its successors, assigns, and third party service providers) a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable, and transferable license to use, reproduce, modify, create derivative works from, distribute, publicly display, publicly perform, and otherwise exploit the User Content in any medium and by any means currently existing or yet to be devised.
Licenses to Service Members and Visitors. When you upload User Content to or through the Service, you also agree to grant – and hereby do grant – to each member of and visitor to the Service a personal non-commercial non-exclusive license to access, view, and share your User Content.
Expiration of Licenses. Except where otherwise indicated, such licenses granted to Food Start – and to members of and visitors to the Service – expire when you remove your User Content from the Food Start Service.
Food Start is a platform that allows business members to fund projects by offering perks to raise money from backer members. By creating a Food Start project, you, as the business member, are offering our backer members the opportunity to enter into a contract with you. By backing a Food Start project, you, as the backer member, accept that offer and a contract between business member and backer member is formed. Food Start is not a party to that agreement; any such agreement is solely between business members and backer members.
In addition to any other manner of contract formation specified herein, by creating a project (as a business member) or backing a project (as a backer member), you agree to the terms of this Agreement, including the flowing:
Backer members agree to provide their payment information at the time they agree to back a project. With regard to business members seeking funding for a new business venture, payment will be collected only if the backing funds committed as of the deadline are at least equal to the project goal. With regard to business members seeking additional funding for an existing business venture, payment will be collected without regard to whether there is a project goal or whether it is met. We will identify for each project which funding method will be used. The amount a backer member pledges is the amount they will be charged. You agree that Food Start and its payment partners may authorize or reserve a charge against your credit card or other payment method at any time after your pledge is made.
Food Start does not offer refunds.
Business members agree to make a good-faith attempt to provide backer members with the perks offered within the timeframe estimated for delivery. Estimates of when perks will be available are not promises to deliver by a date certain; they are estimates of when a business member expects to be able to deliver the perks.
Business members will, to the extent practicable, provide all perks associated with their successful project, or refund any backer member whose perk they do not or cannot fulfill.
Business members may cancel or refund a backer member’s pledge at any time and for any reason. If a business member does so, it is not required to provide the perk.
Food Start is not responsible for the failure of any backer member to pay a pledged amount. Food Start is not responsible for the failure of any business member to provide perks or refund money.
Food Start and its payments partners (e.g., amazon.com) will remove their fees before transmitting the proceeds of a successful project to the business member. Such fees may vary, but will be prominently disclosed as provided in Section 6 of this Agreement. There may be a delay between the end of a successful project and access to the funds pledged.
Food Start reserves the right to reject, cancel, interrupt, remove, or suspend a project (or an individual pledge) at any time and for any reason. The entire risk for the forgoing rests solely on you.
Food Start is not liable for any damages or loss incurred related to any use use of the Service. Food Start is under no obligation to become involved in disputes related to the Service. Food Start does not endorse any project, business member, or backer member. You release Food Start, its officers, employees, agents, and successors in rights from claims, damages, and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to the Food Start Service.
6. Fees and Payments
Establishing a Food Start member account is free of charge. Food Start does charge fees in certain circumstances. Any such fees will be prominently posted, and you will have an opportunity to review and accept the fees that you will be charged. You are solely responsible for paying all fees and taxes associated with your use of the Food Start Service.
Funds pledged by backer members are collected through the amazon.com account of that backer member. Food Start is not responsible for, not does this Agreement govern, the interaction of any member with amazon.com or any other third party service provider.
7. Copyright Policy Regarding Third Parties
If you believe that Food Start, or any member of the Service, has violated a copyright you claim in your work, please contact us pursuant to the U.S. Digital Millennium Copyright Act (“DMCA”) at firstname.lastname@example.org, and review our copyright policy for more details on how to properly notify us of a DMCA issue.
8. Food Start’s Intellectual Property
All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, content, and computer code (collectively, “Food Start Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel,” and arrangement of such Food Start Content, contained on the Service is owned, controlled, or licensed by or to Food Start, and is protected by trade dress, copyright, patent, and trademark laws, and various other intellectual property protections and rights.
As a member of or visitor to the Food Start Service, Food Start grants to you a non-assignable, nontransferable, non-sublicensable license, revocable at any time at Food Start’s sole discretion, license to use (i) the Food Start name and (ii) the Food Start logo, unaltered, unmodified, and as it appears on the foodstart.com website solely for the purpose of truthfully referring to Food Start, including for use in creating a website or webpage that explicitly references Food Start of your Food Start project (the “Use License”). In addition to the restrictions above, such Use Licenses are expressly conditioned on the following: (i) no Food Start Content may be used in a manner that creates confusion among consumers or that suggests that you (or your website or webpage) are sponsored or endorsed by Food Start, or affiliated with Food Start, (ii) no Food Start Content beyond the Food Start name and logo may be used, (iii) any such use must be of the full Food Start name and/or unaltered and current Food Start logo, (iv) any such use may in no way disparage Food Start, any member of or visitor to the Food Start Service, or any third party, and (v) any website or webpage that uses Food Start Content must include prominent text to the effect that “this website is not affiliated with, or sponsored or endorsed by, Food Start.” You agree to make no other uses of the Food Start Content – including the Food Start name and logo – beyond those expressly allowed herein, pursuant to a Use License.
Except as expressly provided in this Agreement or otherwise permitted by law, no Food Start Content may be used, copied, reproduced, modified, republished, uploaded, posted, publicly displayed, publicly performed, publicly performed by means of a digital audio transmission, encoded, translated, transmitted, or distributed in any way to any other computer, server, website, or any other medium for publication or distribution or for any commercial enterprise or purpose, without Food Start’s express prior written consent.
9. Violation Of This Agreement - Termination
You agree that Food Start may, in its sole discretion and without prior notice, terminate your access to the Service and/or block your future access to the Service for any reason, including without limitation if we determine that you have violated this Agreement or other agreements or guidelines which may be associated with your use of the Service. Please note that it is Food Start’s policy to terminate the account of users who repeatedly violate the copyrights of third parties.
If Food Start does take any legal action against you as a result of your violation of this Agreement, Food Start will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Food Start. You agree that Food Start will not be liable to you or to any third party for termination of your access to the Service.
10. Disclaimer Of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. FOOD START AND ITS SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, STOCKHOLDERS AND LICENSORS (THE “FOOD START AFFILIATES”) EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE OR ANY WARRANTY OR CONDITION ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. FOOD START AND THE FOOD START AFFILIATES MAKE NO WARRANTY THAT (a) THE SERVICE WILL MEET YOUR REQUIREMENTS; (b) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (c) USER CONTENT WILL BE HOSTED AND/OR TRANSMITTED WITHOUT INTERRUPTION OR CESSATION; (d) ANY PRODUCTS, SITES, INFORMATION, OR OTHER MATERIAL, WHETHER IN TANGIBLE OR INTANGIBLE FORM, PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS OR ANY STANDARD OF QUALITY; AND (e) ANY DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE SERVICE OR RELATED SOFTWARE WILL BE CORRECTED.
ANY MATERIAL, INFORMATION, OR DATA DOWNLOADED, VIEWED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM AND/OR LOSS OF DATA THAT RESULT FROM THE DOWNLOAD OF, ON INTERACTION WITH, SUCH MATERIAL. NO ADVICE, REPRESENTATION OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FOOD START, THE FOOD START AFFILIATES, OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
11. Limitation Of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT FOOD START AND THE FOOD START AFFILIATES WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES THAT MAY BE INCURRED BY YOU, HOWEVER CAUSED. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY LOSS OF PROFITS, GOODWILL, OR BUSINESS REPUTATION; ANY LOSS OF DATA; ANY COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR ANY OTHER INTANGIBLE LOSSES. THIS ALSO INCLUDES ANY LOSS OR DAMAGES THAT MAY BE INCURRED BY YOU AS A RESULT OF (a) ANY CHANGES THAT FOOD START MAY MAKE TO THE SERVICE; (b) ANY PERMANENT OR TEMPORARY CESSATION OF THE SERVICE; (c) THE DELETION OR CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT OR OTHER PROPERTY MAINTAINED THROUGH THE SERVICE; OR (d) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE. THE LIMITATIONS AND EXCLUSIONS OF LIABILITY ABOVE SHALL APPLY IRRESPECTIVE OF THE THEORY OF LIABILITY, INCLUDING CONTRACT (INCLUDING FUNDAMENTAL BREACH), WARRANTY, PRODUCT LIABILITY, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER THEORY, EVEN IF WE (OR OUR AFFILIATES) HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU SPECIFICALLY ACKNOWLEDGE THAT FOOD START AND THE FOOD START AFFILIATES SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
12. Exclusions And Limitations
SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS THAT ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND, IN SUCH INSTANCES, FOOD START AND/OR THE FOOD START AFFILIATES’ LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
13. Please Review Food Start For Appropriate Content Before Use
You will indemnify and hold Food Start and/or the Food Start Affiliates harmless from and against any and all liabilities and costs (including reasonable attorneys’ fees) incurred by Food Start and/or the Food Start Affiliates in connection with any claim arising out of your breach of the Agreement. Food Start reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you.
15. General Terms
Entire Agreement. This Agreement is the whole legal agreement between you and Food Start. It governs your use of the Service and completely replaces any prior agreements between you and Food Start with respect to the Service. You may also be subject to additional terms and conditions that may apply when you use or purchase other products or services from Food Start.
Governing Law. You agree that all matters relating to your access to or use of the Service, including all disputes, will be governed by the laws of the United States and by the laws of the State of New York without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the State and Federal courts in New York, NY.
Dispute Resolution. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Such arbitration shall take place in New York, NY, unless another venue is agreed to by the parties. In any dispute between the parties subject to arbitration or otherwise, the prevailing party shall be entitled to an award of reasonable attorney fees.
Statute Of Limitations. You agree that regardless of any statue or law to the contrary, any claim under this Agreement must be brought within one (1) year after the cause of action arises, or such claim or cause of action is forever barred.
Severability of Terms; Non-waiver of Terms; Assignment. If any portion of the Agreement is held to be invalid or unenforceable, such provision shall be stricken and the remainder of the Agreement enforced as written. If Food Start does not exercise or enforce any legal right or remedy including those contained in the Agreement or arising under applicable law, this will not be taken to be a formal waiver of our rights. Food Start may assign or delegate all rights and obligations under the Agreement, fully or partially.
Notices. Food Start may provide you with notices, including those regarding changes to the Agreement, by email, regular mail, or postings to the Service. Food Start’s mailing address is:
Food Start Inc.
2415 Turnagain Pkwy
Anchorage, AK 99517