Last Modified: April 1, 2019.
The website located at www.Green and Grub (the “Site”) is provided by B3 Management, LLC, or its parents, subsidiaries or affiliated companies (collectively, “Green and Grub,” “us,” “our,” or “we”). GREEN AND GRUB provides websites, including the Site, and related sub-domains, mobile and/or software applications that host content related to food products, and related products, merchandise, deals, and programs which include reviews and ratings provided by its users (collectively, with all other services provided through the Site and our other products, the “Services”). Certain features of the Site or Services may be subject to additional guidelines, terms, or rules (together the “Additional Rules”), in each case, as updated from time to time, which will be posted on the Site or Services in connection with such features. The Additional Rules are incorporated by reference into this Agreement. References to “you” and “your” refer to you, a user of our Site and/or Services.
1. IMPORTANT NOTICES AND DISCLAIMERS.
1.1. INFORMATION ON SITE INFORMATIONAL ONLY. ALL CONTENT (SUCH AS TEXT, GRAPHICS, IMAGES, AND INFORMATION) CONTAINED ON THE SITE OR SERVICES, OR POSTED BY GREEN AND GRUB ON ANY WEBSITE, APPLICATION OR PUBLICATION, IS FOR INFORMATIONAL PURPOSES ONLY AND DO NOT CONSTITUTE PROFESSIONAL ADVICE ON ANY SUBJECT MATTER.
RELIANCE ON ANY INFORMATION PROVIDED BY US, OUR SOURCES, OTHER USER OF THE SERVICES, OR OTHERS APPEARING ON ANY OF THE SERVICES, IS SOLELY AT YOUR OWN RISK.
1.2 THE SERVICES DO NOT PROVIDE MEDICAL ADVICE. GREEN AND GRUB DOES NOT OFFER MEDICAL ADVICE OR DIAGNOSES OR TREATMENT OF ANY MEDICAL CONDITION. ANY CONTENT ACCESSED THROUGH THE SITE AND SERVICES, OR WITHIN ANY OF GREEN AND GRUB’S SOCIAL MEDIA PAGES OR CHANNELS IS FOR INFORMATIONAL PURPOSES ONLY, IS NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT, AND IS NOT INTENDED TO COVER ALL POSSIBLE USES, DIRECTIONS, PRECAUTIONS, OR ADVERSE EFFECTS. SUCH CONTENT INCLUDES, WITHOUT LIMITATION, THIRD-PARTY MATERIALS, USER CONTENT, AND GREEN AND GRUB-GENERATED CONTENT DERIVED FROM USER CONTENT (E.G., PRODUCT ATTRIBUTES). THE INFORMATION ON THE SITE AND SERVICES AND PROVIDED VIA GREEN AND GRUB’S SOCIAL MEDIA PAGES AND CHANNELS SHOULD NOT BE USED FOR THE DIAGNOSIS OR TREATMENT OF ANY MEDICAL CONDITION.
IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR PHYSICIAN OR 911 IMMEDIATELY. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION. NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF SOMETHING YOU HAVE READ OR VIEWED BY ACCESSING THE SITE, SERVICES, OR ANY OF GREEN AND GRUB’S SOCIAL MEDIA PAGES OR CHANNELS.
1.3 ARBITRATION NOTICE. THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AND JURY TRIAL AS DETAILED IN SECTION 12.
2. Eligibility and Accounts.
2.2 Account Creation. In order to use and obtain access to certain features of the Site and/or Services, you must register for an account with GREEN AND GRUB (“GREEN AND GRUB Account”) and provide certain information about yourself as prompted by the Site registration form, including, without limitation, your name and email address. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) will maintain the accuracy of such information at all times to keep such information truthful, accurate and up to date. You may not create more than one GREEN AND GRUB Account. GREEN AND GRUB may suspend or terminate your GREEN AND GRUB Account in accordance with Sections 6.4 and 11.
2.3 Account Deletion. You may delete your GREEN AND GRUB Account at any time, for any reason, by sending an email to firstname.lastname@example.org includes your GREEN AND GRUB Account Username and your request to delete your account.
2.4 Account Responsibilities. You are responsible for maintaining and taking precautionary steps to protect the security and confidentiality of your GREEN AND GRUB Account and GREEN AND GRUB Account login information and any devices on which you access, visit, install, download and/or use the Services and agree to treat as confidential and not to disclose your Account or GREEN AND GRUB Account login information to any third party. GREEN AND GRUB will not be held responsible for any loss, left, abuse, misuse or damage of or from your GREEN AND GRUB Account arising from your failure to maintain the security and confidentiality, whether intentional or accidental, whether active or passive, of your GREEN AND GRUB Account, GREEN AND GRUB Account login information and/or devices. You are fully responsible for all transactions and activities undertaken via your device or your GREEN AND GRUB Account (including by a third party), whether authorized by you or not. If you learn of or suspect unauthorized use of your GREEN AND GRUB Account or any other breach of security, you agree to immediately notify GREEN AND GRUB and cooperate with us, as we may request, in the course of such investigation.
2.6 Accessing the Services. The Services are designed to be accessible on multiple types of devices and operating systems. We make no representation or warranty of any kind whatsoever that the Services will be compatible with your device(s), communication services or any specific operating system version of your device, or any other hardware, software, equipment or device installed on or used in connection with your device.
3. SITE AND MOBILE APP
3.1 License. Subject to the terms of this Agreement, GREEN AND GRUB grants you a non-transferable, non-exclusive license to use the Site and Services solely for your personal, noncommercial use strictly in accordance with this Agreement, applicable law and all other agreements, including any agreements that apply to and/or that you may have entered into in connection with the Services. Subject to the terms of this Agreement, GREEN AND GRUB grants you a non-transferable, non-exclusive license to install and use the software GREEN AND GRUB makes available for mobile devices (“Mobile App”), in executable object code format only, solely on your own handheld mobile device and for your personal, noncommercial use. As used in this Agreement, the term “Services” includes the Mobile App.
3.2 Certain Restrictions on Use. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or Services or any Services-related software; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer or make any attempt to access the source code to create derivative works of any part of the Site or Services or Services-related software; (c) you shall not access the Site or Services in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Site or Services or Services-related software may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of this Agreement. All copyright and other proprietary notices on any Site or Services content must be retained on all copies thereof. You agree to comply with all applicable laws, regulations and usage rules governing the access, visitation, download, installation and other use of the Services. You agree to comply with any and all of our and the applicable Source(s)’ policies, rules, terms and conditions. The term “Source” means the direct and indirect third party or affiliated licensors, vendors, service providers, subcontractors and any other sources of the Services. You agree to not access, visit, download, install or otherwise use the Services in any manner that may impair, overburden, damage, disable or otherwise compromise (x) any of our services or products, (y) any other party’s use and enjoyment of any of our services or products, or (z) any services or products of any third parties.
3.3 Modification. GREEN AND GRUB reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any part thereof with or without notice. You agree that neither GREEN AND GRUB nor its affiliated companies or Sources [SW1] will be liable to you or to any third party for any modification to, suspension of or discontinuance of the Site or Services or any part thereof.
3.4 Ownership. Excluding User Content, you acknowledge that all the intellectual property rights in the Site and Services are owned by GREEN AND GRUB or GREEN AND GRUB’s licensors or licensees. The provision of the Site and Services does not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights or the Services. GREEN AND GRUB and its suppliers reserve all rights not granted in this Agreement. Except as expressly authorized herein, you may not reproduce, transmit, sell, display, distribute, publish, broadcast, circulate, modify, disseminate or commercially exploit the Services or any of our intellectual property in any manner, including (without limitation) electronic, print or other media now known or hereafter developed, without our written consent.
3.5 App Platforms. You acknowledge and agree that the availability of the Mobile App is dependent on the third-party app platform from which you received the Mobile App, e.g., the Apple App Store® or the Google Play® Store (“App Platform”). You acknowledge that this Agreement is between you and GREEN AND GRUB and not with the App Platform. GREEN AND GRUB, not the App Platform, is solely responsible for the App, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance, or intellectual property infringement). You agree to pay all fees charged by the App Platform in connection with the Mobile App. Each App Platform may have its own terms and conditions to which you must agree before downloading the Mobile App from it. You agree to comply with, and your license to use the Mobile App is conditioned upon your compliance with, all applicable agreements, terms, and conditions of use/service, and other policies of the applicable App Platform. You acknowledge that the App Platform (and its subsidiaries) is a third-party beneficiary of this Agreement and will have the right to enforce this Agreement. See Accessing and Downloading the Application from Apple® in Section 13.4 below for additional terms and conditions if you access or download the Mobile App from the Apple App Store.
4.1 Communications to You. By using the Services or Services-related software, you expressly consent to GREEN AND GRUB and those acting on its behalf using the contact details provided by you to contact you directly by various means, including, without limitation, SMS text messages, email, telephone, and additional windows opening within the Site or Services. You further agree that we may send you communications including, without limitation, (i) promotional or marketing messages run by us or our third-party partners, (ii) food industry developments, (iii) communications relating to your use of the Services or any other products or services offered by the Company, its partners, affiliates or Sources from time to time, and (iv) updates concerning us or our new and existing features on the Site or Services. You agree that texts, calls, or prerecorded messages may be generated by automatic telephone dialing systems.
4.2 Recordings. For service quality assurance, calls made by you to our customer service department may be recorded.
4.3 Text Messaging. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send. Your agreement to receive promotional texts is not a condition of any purchase or service offered by GREEN AND GRUB. If you change or deactivate the phone number you provided to GREEN AND GRUB, you must update your account information to help prevent us from inadvertently communicating with anyone who acquires your old number.
4.4 Opt-Out. We will provide you with an opt-out option in relation to various types of promotional communications from us, and should you choose to opt-out from communications, we will respect your wishes in such regard. You may continue to receive text messages for a short period while the GREEN AND GRUB processes your request, and you may also receive text messages confirming the receipt of your opt-out request. Please note that if you opt-out of receiving all text messages or email correspondence from GREEN AND GRUB, you will not be able to use certain Services without agreeing to receive operational text messages or email correspondence, as the case may be.
4.5 Push Notifications. When you install our Mobile App on your mobile device you agree to receive push notifications, which are messages an application sends you on your mobile device even when the Mobile App is not on. You can turn off notifications by visiting your mobile device's "settings" page.
5. USER CONTENT
5.1 User Content. “User Content” means any and all information and content submitted using an GREEN AND GRUB Account or that a user submits to, or uses with, the Site or Services, including without limitation, content in the user’s profile, user reviews and/or postings. You acknowledge and agree that GREEN AND GRUB is not responsible for any User Content, including its accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. GREEN AND GRUB does not assume and will not have any liability or responsibility to you or any other person or user for your use or misuse of any User Content.
5.2 User Content – Restrictions. You agree not to use the Site, Services, or any of GREEN AND GRUB’s social media pages or channels to collect, upload, transmit, display, or distribute any User Content that (a) violates 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; (b) is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive (e.g., material that promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual) or otherwise objectionable material of any kind or nature; or (c) in violation of any law, regulation, or obligations or restrictions imposed by any third-party.
5.3 User Content – Your Responsibilities. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that makes you or any third-party personally identifiable. You hereby represent and warrant that your User Content does not violate any provision of this Section 5. You may not state or imply that your User Content is in any way provided, sponsored, or endorsed by GREEN AND GRUB or its affiliated companies. You acknowledge and agree that GREEN AND GRUB is not responsible for any User Content, including its accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. GREEN AND GRUB does not assume and will not have any liability or responsibility to you or any other person or user for your use or misuse of any User Content. Because you alone are responsible for your User Content (and not GREEN AND GRUB), you may expose yourself to liability if, for example, your User Content violates any applicable law or regulation. GREEN AND GRUB is not obligated to backup any User Content and User Content may be deleted at any time. You are solely responsible for creating backup copies of your User Content, if you desire.
5.3 Reviews. You must have a valid GREEN AND GRUB Account and email address associated with your GREEN AND GRUB Account to leave a review on GREEN AND GRUB. Prior to posting a review, you will need to verify your email address associated with your GREEN AND GRUB Account. Without limiting the generality of Section 5.2, you agree not to post reviews on the Site, Services, or any of GREEN AND GRUB’s social media pages or channels that: (a) are not based upon your personal experience or are otherwise designed for any purpose other than providing other users on the Site with an accurate description of your personal experience; (b) are written in exclusively in capital letters; (c) are plagiarized; (d) are false or misleading; (e) contain any spam, advertisements, and/or links to external websites; (f) contain unrelated personal grievances.
5.4 License. You hereby grant, and you represent and warrant that you have the right to grant, to GREEN AND GRUB and its affiliated companies an irrevocable, nonexclusive, royalty-free and fully-paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your User Content, and to grant sublicenses of the foregoing, solely for the purposes of including your User Content in the Site and Services. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
5.5 Feedback. If you provide GREEN AND GRUB any feedback or suggestions regarding the Site or Services (“Feedback”), you hereby assign to GREEN AND GRUB all rights in the Feedback and agree that GREEN AND GRUB shall have the right to use such Feedback and related information in any manner it deems appropriate. GREEN AND GRUB will treat any Feedback you provide to GREEN AND GRUB as non-confidential and non-proprietary. You agree that you will not submit to GREEN AND GRUB any information or ideas that you consider to be confidential or proprietary.
5.6 Technological Restrictions. In addition, you agree not to use the Site or Services in any unauthorized way whatsoever, including, without limitation, to: (a) upload, transmit, or distribute any computer viruses, worms, trojan horses or any software intended to damage or alter a computer system or data; (b) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (c) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (d) interfere with, disrupt, or create an undue burden on servers or networks connected to the Site or Services or violate the regulations, policies or procedures of such networks; (e) attempt to or impersonate another user or GREEN AND GRUB or gain unauthorized access to the Site or Services, other computer systems or networks connected to or used together with the Site or Services, through password mining or other means; (f) harass or interfere with another user’s use and enjoyment of the Site or Services; (g) introduce software or automated agents or scripts to the Site or Services so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, or mine data from the Site or Services; or (h) use the Services for any commercial use.
5.7 Monitoring, Suspension, and Termination. We reserve the right (but have no obligation) to review any User Content (including any image files or reviews), investigate, and/or take appropriate action against you at any time, without notice, in our sole discretion (including, without limitation, removing or modifying your User Content, terminating your GREEN AND GRUB Account in accordance with Section 10, and/or reporting you to law enforcement authorities) if we in our sole discretion suspect that you have violated this Section 5 or any other provision of this Agreement or otherwise create liability for us or any other person.
6. INDEMNITY. You agree to indemnify and hold GREEN AND GRUB (and its affiliates and its and their officers, directors, employees, and agents) harmless from and against any and all losses, damages, liabilities, claims, actions, judgments, awards, penalties, fines, costs and/or expenses (including, without limitation, reasonable legal and other professional fees and costs) directly or indirectly arising from or relating to any claim or demand due to or arising out of (a) your access to or use or misuse of the Site, Services, GREEN AND GRUB Account, or any links on the Site or Mobile App, (b) your User Content (including, without limitation, any and all information or content submitted by you or using your GREEN AND GRUB Account), (c) your violation of this Agreement and/or any rules that we may issue from time to time, (d) your violation of any applicable laws or regulations or the rights of any third party, (e) your violation of GREEN AND GRUB’s or any of the Source’s requirements or restrictions. GREEN AND GRUB reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and in such event you agree to fully cooperate with us in asserting any and all available defenses. You agree not to settle any matter without the prior written consent of GREEN AND GRUB. GREEN AND GRUB will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
7. THIRD-PARTY INTERACTIONS; THIRD-PARTY MATERIALS; DEALS; OTHER USERS; RELEASE.
7.1 Third-Party Interactions. During use of the Site or Service, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third-party service providers, advertisers, or sponsors showing their goods and/or services through the Services. In particular, GREEN AND GRUB is not a party to any transaction that you may enter into with a third-party. Any such activity, and any terms, conditions, warranties, or representations associated with such activity, is solely between you and the applicable third-party. GREEN AND GRUB shall have no liability, obligation or responsibility for any such correspondence, purchase, transaction, or promotion between you and any such third-party. You agree that it is your responsibility to take reasonable precautions in all actions and interactions with any third party you interact with through the Services.
7.2 Third-Party Materials. The Site or Services might display, include, or make available third-party content (including data, information, articles applications or other products, services and/or materials) or contain links to third party websites, services, and advertisements for third parties such as Deals (as defined below) and dispensary menus including products, merchandise and pricing (collectively, “Third-Party Materials”). You acknowledge and agree that GREEN AND GRUB is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. GREEN AND GRUB does not assume and will not have any liability or responsibility to you or any other person or user for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk. When you link to a Third-Party Material, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Material.
7.3 Deals. The Site or Services might display, include, or make available coupons, promotional codes, giveaways, samples, and other offers from listed businesses, such as dispensaries, (collectively, “Deals”). Deals constitute “Third Party Materials” under this Agreement. GREEN AND GRUB displays these Deals on the Site and Services as a form of advertisement for the listing business (the “Offeror”) only. All Deals are offered directly by the applicable Offeror, and may be subject to additional terms, conditions, or restrictions of the Offeror or under applicable law, whether or not such additional terms, conditions, or restrictions are expressly included on the Site or Services. The Offeror, and not GREEN AND GRUB, is solely responsible for: (a) redemption of the Deal; (b) compliance of all aspects of the Deal with applicable law (including without limit, the advertisement, redemption, and terms, conditions and restrictions related thereto); (c) all goods and services it provides to you in connection with the Deal; (d) all injuries, illnesses, damages, claims, liabilities and costs it may cause you to suffer, directly or indirectly, in full or in part, whether related to the use or redemption of a Deal or not; and (e) any and all taxes, fees and other costs incidental to and arising from any Deals you may receive as a result of utilizing the Services.
7.4 Other Users. Each user of the Site or Services is solely responsible for any and all of its User Content and Third-Party Materials. Because we do not control User Content and/or Third-Party Materials, you acknowledge and agree that we are not responsible for any User Content and/or Third-Party Materials, we make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content and/or Third-Party Materials, and we assume no responsibility for any User Content and/or Third-Party Materials. Your interactions with other Site or Service users (including dispensaries) are solely between you and such user. You agree that GREEN AND GRUB will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Site or Service user, we are under no obligation to become involved.
7.5 Release. You hereby release and forever discharge GREEN AND GRUB (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish your rights with respect to, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Site or Service users, Third-Party Interactions, or Third-Party Materials. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, 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.”
8. ASSUMPTION OF RISK; WARRANTY DISCLAIMERS.
THE SITE AND SERVICES ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND GREEN AND GRUB (AND OUR AFFILIATES AND ANY OF OUR/THEIR RESPECTIVE THIRD-PARTY LICENSORS OR SOURCES) EXPRESSLY DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, GREEN AND GRUB (AND OUR AFFILIATES AND ANY OF OUR/THEIR RESPECTIVE THIRD-PARTY LICENSORS OR SOURCES) MAKE NO WARRANTY THAT THE SITE OR SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL OR DISABLING CODE; (D) WILL BE COMPLETE, LEGAL, OR SAFE; OR (E) WILL DELIVER FULL FUNCTIONALITY, ACCURACY OR RELIABILITY OF CONTENT OR INFORMATION. GREEN AND GRUB HAS NO RESPONSIBILITY TO INFORM YOU OF ANY DIFFICULTIES WE OR OTHER PARTIES EXPERIENCE CONCERNING USE OF THE SERVICES OR TO TAKE ANY ACTION IN CONNECTION WITH THOSE DIFFICULTIES. NEITHER US NOR OUR AFFILIATES OR ANY OF OUR/THEIR RESPECTIVE THIRD-PARTY LICENSORS OR SOURCES HAVE ANY DUTY OR OBLIGATION TO VERIFY, CORRECT, COMPLETE OR UPDATE ANY CONTENT DISPLAYED IN OR AVAILABLE THROUGH THE SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN THOSE JURISDICTIONS, THE PRECEDING LIMITATIONS IN THIS SECTION WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW, AND GREEN AND GRUB’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. NOTHING IN THESE TERMS IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY, WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED.
9. LIMITATION ON LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE (NOR OUR AFFILIATES OR ANY OF OUR/THEIR RESPECTIVE THIRD-PARTY LICENSORS OR SOURCES) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SITE OR SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE AND SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR (AND OUR AFFILIATES’ AND ANY OF OUR/THEIR RESPECTIVE THIRD-PARTY LICENSORS’ OR SOURCES’) LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) AMOUNTS YOU’VE PAID GREEN AND GRUB IN THE PRIOR 12 MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
NO ACTION, REGARDLESS OF FORM, ARISING OUT OF YOUR ACCESS OR USE OF THE SERVICES MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR FOLLOWING THE EVENT THAT GAVE RISE TO THE CAUSE OF ACTION.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION. IN THOSE JURISDICTIONS, THE PRECEDING LIMITATIONS IN THIS SECTION WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW, AND GREEN AND GRUB’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. NOTHING IN THESE TERMS IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY, WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED.
11. COPYRIGHT POLICY. If you believe that one of our users is, through the use of our Services, is unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, you may request removal of those materials (or access thereto) from the Services by delivering us written notice (pursuant to 17 U.S.C. § 512(c)) in the manner and at the address set forth below in this Section 11:
11.1 Identification of the copyrighted work that you believe to be infringed. Please describe the work, and where possible include a copy or the location (e.g., URL) of an authorized version of the work.
11.2 Identification of the material on our services that you claim is infringing and that you request us to remove. Please describe the material, and provide us with its URL or any other pertinent information that will allow us to locate the material.
11.3 Your address, telephone number, and (if available) e-mail address;
11.4 A statement that you have a good faith belief that use of the complained material is not authorized by the copyright owner, its agent, or under the law;
11.5 A statement that the information that you have supplied is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner; and
11.6 A signature or the electronic equivalent from the copyright holder or authorized representative.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, you may send us a counter-notice. You may read more information about the DMCA at http://www.loc.gov/copyright.
B3 Management, LLC
PO Box 2957
Ponte Vedra, FL 32004
Please include “Copyright Notice” in the subject line.
12. ARBITRATION AGREEMENT [SW3] AND JURY TRIAL WAIVER, CLASS ACTION WAIVER, AND FORUM SELECTION CLAUSE. Except as provided in Section 12.4 subject to Section 12.1, all disputes between you and GREEN AND GRUB arising out of, relating to or in connection with the Site or Services (each, a “Dispute”) shall be, to the extent not in conflict with this Agreement, exclusively settled through binding arbitration pursuant to the then-current rules of the American Arbitration Association (“AAA”) for commercial arbitration. There is no judge or jury in arbitration. Arbitration procedures are simpler and more limited than rules applicable in court and review by a court is limited. YOU AND GREEN AND GRUB AGREE THAT, EXCEPT AS PROVIDED IN HEREIN, EACH PARTY IS HEREBY WAIVING ANY AND ALL RIGHTS TO A JURY TRIAL AS TO ANY DISPUTE. YOU AND GREEN AND GRUB AGREE THAT ANY SUCH ARBITRATION SHALL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. Notwithstanding any provision in this Agreement to the contrary, if the class-action waiver in the prior sentence is deemed invalid or unenforceable for any reason or that an arbitration may proceed on a class basis, then this arbitration provision shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate the underlying Dispute. This arbitration agreement is subject to the Federal Arbitration Act. The arbitrator’s award may be entered in any court of competent jurisdiction. Notwithstanding any provision in this Agreement to the contrary, we agree that if GREEN AND GRUB makes any future change to this dispute resolution provision, it will not apply to any individual Dispute(s) that you had already provided GREEN AND GRUB notice of. Information on AAA and how to start arbitration can be found at www.adr.org or by calling 800-778-7879. If the arbitration in this Section is found unenforceable or to not apply for a given dispute, then the proceeding must be brought exclusively in a court of competent jurisdiction in Clark County, Nevada, USA. You hereby accept the exclusive jurisdiction of such court for this purpose, and hereby waive, for all purposes, your right to challenge personal jurisdiction in any such court. This Agreement and any other applicable policies, rules, terms or conditions that we may issue from time to time, and the relationship between you and us, shall be governed by and interpreted solely and exclusively in accordance with the laws of the State of Nevada without regard to conflict of law provisions. Your use of the Services may also be subject to other local, state, national or international laws.
12.1 Pre-Arbitration Dispute Resolution. We are always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at email@example.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written notice of intent to initiate arbitration to the respective party’s mailing address (“Notice of Dispute”). GREEN AND GRUB may deliver the Notice of Dispute to the address maintained by GREEN AND GRUB in its records. The Notice of Dispute to us shall be sent to the address identified in Section 13.6 below. The Notice of Dispute shall include the mailing address, e-mail address and telephone number of the initiating party; the name, mailing address, e-mail address and telephone number of the initiating party’s legal counsel, if any; and a statement setting forth the details and nature of the Dispute, the relief sought and an estimate of the amount involved.
12.2 Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
12.4 Binding Arbitration Exceptions. Notwithstanding anything in this Agreement to the contrary, you acknowledge and agree that (a) an action may be brought in small claims court; (b) certain disputes may be subject to the jurisdiction of government authorities; (c) GREEN AND GRUB may bring an action in any federal or state courts to protect intellectual property rights of every kind and nature, however designated, whether arising by operation of law, contract, license or otherwise; and (d) you shall not challenge or dispute any matter subject to the discretion, decisions or determination of GREEN AND GRUB, as provided for in this Agreement.
13.1 No Support or Maintenance. You acknowledge and agree that GREEN AND GRUB will have no obligation to provide you with any support or maintenance in connection with the Site or Services.
13.3 Intellectual Property Information. The brand names relating to the Site and Services including, but not limited to, “GREEN AND GRUB”, “Green and Grub”, any derivatives thereof and any othertrademarks, service marks, trade names, domain names, logos and slogans used by us are owned by us or our licensors with respect to the Services regardless of the platform (the “GREEN AND GRUB Marks”) and we reserve all rights to such Marks.You cannot, without our prior written consent, use any of the GREEN AND GRUB Marks or any third-party marks displayed on the Site or Services without prior written consent from, respectively, us, or the owners of such third-party marks.
You hereby acknowledge that by using the Site or Services you obtain no rights in the GREEN AND GRUB Marks or the third-party marks displayed on the Site or Services and you may only use the same in complete accordance with this Agreement.
13.4 Accessing and Downloading the Application from Apple. The following additional terms apply to any Mobile App accessed through or downloaded from the iTunes® or the App Store® (“App Store Sourced Mobile App”):
(a) You acknowledge and agree that (i) this Agreement is concluded between you and GREEN AND GRUB only, and not Apple, and (ii) that GREEN AND GRUB, not Apple, is solely responsible for the App Store Sourced Mobile App and content thereof. The license granted to you in the Agreement to use the App Store Sourced Mobile App and Service is a non-transferable right to use the App Store Sourced Mobile App on any Apple Device that you own or control, and only as permitted by the Usage Rules set forth in the App Store Terms of Service.
(b) You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Mobile App.
(c) In the event of any failure of the App Store Sourced Mobile App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Mobile App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Mobile App. As between GREEN AND GRUB and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of GREEN AND GRUB.
(d) You and GREEN AND GRUB acknowledge that, as between GREEN AND GRUB and Apple, Apple is not responsible for addressing any claims you have or any claims of any third-party relating to the App Store Sourced Mobile App or your possession and use of the App Store Sourced Mobile App, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Mobile App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
(e) You and GREEN AND GRUB acknowledge that, in the event of any third-party claim that the App Store Sourced Mobile App or your possession and use of that App Store Sourced Mobile App infringes that third-party’s intellectual property rights, as between GREEN AND GRUB and Apple, GREEN AND GRUB, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by the Terms.
(f) You and GREEN AND GRUB acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of the Agreement as related to your license of the App Store Sourced Mobile App, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement as related to your license of the App Store Sourced Mobile App against you as a third-party beneficiary thereof.
(g) 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.
(h) Without limiting any other terms of this Agreement, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Mobile App.
13.6 Green and Grub Contact Information.