These Terms of Use (this "Terms") is a legal Terms between you ("you") and Marina Bratan ("Company," "we", “our” or "us") for use of the File Transfer, and the content available via the File Transfer or our emails, the computer files stored on our servers, and all related services, features, tools, transactions and content offered by the Company (collectively, the "Services").
Please read this Terms carefully. You agree that by accessing the File Transfer and/or Services, you have read, understood, and agree to be bound by all of these Terms. If you do not agree with all of these Terms, then you are prohibited from using the File Transfer and Services and you must discontinue use immediately.
We may modify this Terms from time to time. The updated version of these Terms and Conditions will be effective as soon as it is accessible. You are responsible for reviewing these Terms to stay informed of updates. Your continued use of the File Transfer represents that you have accepted such changes.
The terms of the Privacy Policy and other supplemental terms and condition or documents that may be posted on the File Transfer from time to time, are expressly incorporated by reference.
We grant you a personal, worldwide, revocable, non-transferable and non-exclusive license to access and use the File Transfer for personal and non-commercial purposes in accordance with the terms of this Terms.
All rights, title, and interest in and to the File Transfer not expressly granted in this Terms are reserved by the Company. If you wish to use the Company's software, title, trade name, trademark, Services mark, logo, domain name and/or any other identification with notable brand features or other content owned by the Company, you must obtain written permission from the Company.
You acknowledge that all the text, images, marks, logos, compilations (meaning the collection, arrangement and assembly of information), data, other content, software and materials displayed on the Services or used by the Company to operate the Services (including the File Transfer and its content and excluding any User Content (the information you submit to us as part of your registration, and any data, text and other material that you may submit or post to us ) is proprietary to us or to third. You confirm that you own all rights, including the intellectual property rights, to your User Content, and your User Content does not infringe the intellectual property rights, privacy rights and other legal rights of third parties.
Except as expressly provided in these Terms, no part of the File Transfer, Services or its content may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
You agree that if you take any of the following actions, you will be materially breaching this Terms, and you agree that you SHALL NOT:
a. resell, rent, lease, loan, sublicense, distribute, or otherwise transfer rights to the File Transfer;
b. modify, reverse engineer, decompile or disassemble the File Transfer;
c. copy, adapt, alter, modify, translate, or create derivative works of the File Transfer without written authorization of the Company;
d. permit other individuals to use the File Transfer, including but not limited to shared use via a network connection, except under the Terms;
e. circumvent or disable any technological features or measures in the File Transfer for protection of intellectual property rights;
f. use the File Transfer in an attempt to, or in conjunction with, any device, program, or Services designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction;
g. use or access the File Transfer to compile data in a manner that is used or usable by a competitive product or Services;
h. use access the File Transfer to advertise, solicit, or transmit any commercial advertisements, including chain letters, junk e-mail or repetitive messages to anyone;
i. use access the File Transfer to engage in any illegal conduct;
j. upload to transmit any communications that infringe or violate the rights of any party;
k. upload media of any kind that contain expressions of hate, abuse, offensive images or conduct, obscenity, pornography, sexually explicit or any material that could give rise to any civil or criminal liability under applicable law or regulations or that otherwise may be in conflict with this Terms and the Company's Privacy Policy; or
l. upload any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or this File Transfer.
Any such forbidden use shall immediately terminate your license to use the File Transfer.
You are solely responsible for obtaining the equipment and telecommunication Services necessary to access the Services, and all fees associated therewith (such as computing devices and Internet Services provider and airtime charges).
The Services may include advertisements and other information, which may be targeted to the content or information on the Services (including User Content), queries made through the Services, or any other information. The types and extent of advertising by us on the Services are subject to change.
You accept that, in consideration of the use of the Services, we and/or other third parties associated with it may include and distribute advertising material, both its own and belonging to third parties, at any time on the Services. We simply provide the space to place such advertisements, and we have no other relationship with advertisers. You should review the applicable terms and policies, including privacy and data gathering practices, of any File Transfer to which you navigate from the File Transfer or relating to any applications you use or install from the File Transfer through advertising at your own risk. You agree and acknowledge that we do not endorse the products or Services offered on third-party resources and you shall hold us harmless from any harm caused by any third-party content or your purchase of such products or Services.
The File Transfer offers сertain enhanced features of the Services which you can purchase as a monthly, yearly or lifetime subscription (“Subscription”). A description of features associated with Subscriptions is available via the Services.. Some of our subscriptions include a free trial period, where you can experience the mobile application at no cost. Subscription with the free trial period will automatically renew to a paid subscription once your free trial expires. If you decide to unsubscribe from a paid subscription before we start charging your payment method, cancel the subscription before the free trial ends.
Payment will be charged to your credit/debit card through your iTunes Account or Google Play after you choose one of our subscriptions and confirm your purchase. Paid subscriptions automatically renew unless auto-renew is turned off, until canceled in the Manage Subscriptions section of your account settings. You will be charged no more than 24 hours prior to the start of the latest paid subscription period.
The Company controls and operates the Services from various locations and makes no representation that the Services is appropriate or available for use in all locations. The Services or certain features of it may not be available in your location or may vary across locations.
THE SERVICES IS PROVIDED "AS IS", "AS AVAILABLE" AND IS PROVIDED WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, SAVE TO THE EXTENT REQUIRED BY LAW. THE COMPANY, AND ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK. SOME STATES / COUNTRIES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT SERVICESLY TO YOU.
IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, AGENTS, AFFILIATES, EMPLOYEES, ADVERTISERS, OR DATA PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS SERVICES. IN NO EVENT WILL THE COMPANY'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID TO THE COMPANY FOR USE OF THE SERVICES OR ONE HUNDRED DOLLARS ($100) IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO THE COMPANY, AS SERVICESLICABLE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, SO THE ABOVE LIMITATIONS MAY NOT SERVICESLY TO YOU. THE COMPANY, OR ANY THIRD PARTIES MENTIONED ON THE SERVICES ARE NOT LIABLE FOR ANY PERSONAL INJURY, INCLUDING DEATH, CAUSED BY YOUR USE OR MISUSE OF THE SERVICES.
You agree to indemnify and hold the Company, its successors, subsidiaries, affiliates, any related companies, its suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them harmless, including costs and attorneys' fees, from any claim or demand made by any third party due to or arising out of (i) your use of the Services, (ii) your User Content, or (ii) your violation of these Terms. The Company 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 you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of the Company. The Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR RIGHTS. EXCEPT WHERE PROHIBITED BY LAW, YOU AGREE THAT ANY CLAIM THAT YOU MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO SERVICESEAL, MAY BE MORE LIMITED OR MAY NOT EXIST.
YOU AGREE THAT YOU MAY ONLY BRING A CLAIM IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
YOU AND THE COMPANY, AND EACH OF ITS RESPECTIVE AGENTS, CORPORATE PARENTS, SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS, AND ASSIGNS, AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THIS TERMS, THE SERVICES, OR THE PRIVACY POLICY, UNLESS YOU ARE LOCATED IN A JURISDICTION THAT PROHIBITS THE EXCLUSIVE USE OF ARBITRATION FOR DISPUTE RESOLUTION.
Arbitration is more informal way to settle disputes than a lawsuit in court. A neutral arbitrator instead of a judge or jury is used in arbitration, which allows for more limited discovery than in court, and is subject to very limited review by courts. The same damages and relief that a court can award can be awarded by arbitrators. Please see more information about arbitration at http://www.adr.org.
A party which intends to seek arbitration must first send to the other a written notice of intent to arbitrate (a "Notice") by an international courier with a tracking mechanism, or, in the absence of a mailing address provided by you to us, via any other method available to us, including via e-mail. The Notice to the Company must be addressed to: meatpiemeet@gmail.com (as applicable, the "Arbitration Notice Address"). The Notice shall (i) describe the basis and nature of the claim or dispute; and (ii) set the specific relief sought (the "Demand"). If you and the Company do not reach the Terms to resolve the claim within 30 days after the Notice is received, then you or we may commence an arbitration proceeding as set forth below or file an individual claim in small claims court.
THE AMERICAN ARBITRATION ASSOCIATION ("AAA") WILL EXCLUSIVELY ADMINISTER THE ARBITRATION IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (THE "Rules"), AS MODIFIED BY THESE TERMS.
If you commence arbitration against us, you are required to provide a second Notice to the Company at the Arbitration Notice Address within seven (7) days of arbitration commencement. The Rules and AAA forms are available online at http://www.adr.org. Unless your Demand is equal to or greater than $1,000 or was filed in bad faith, in which case you are solely responsible for the payment of the filing fee, if you are required to pay a filing fee to commence an arbitration against us, then we will promptly reimburse you for your confirmed payment of the filing fee upon our receipt of the second Notice at the Arbitration Notice Address that you have commenced arbitration along with a receipt evidencing payment of the filing fee.
The arbitration shall be conducted exclusively in English. A single, independent and impartial arbitrator with his or her primary place of business in Alexandria, Virginia (if you are from the United States) will be appointed pursuant to the Rules, as modified herein. You and the Company agree to comply with the following rules, which are intended to streamline the arbitration process and reduce the costs and burdens on the parties: (i) the arbitration will be conducted online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration; (ii) the arbitration will not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties; and (iii) any judgment on the award the arbitrator renders may be entered in any court of competent jurisdiction.
TO THE FULLEST EXTENT PERMITTED UNDER LAW, YOU AND THE COMPANY AGREE THAT YOU AND THE COMPANY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR CONSOLIDATED PROCEEDING. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OF MORE THAN ONE PERSON'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND THAT IF THIS SPECIFIC PROVISION IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THIS MANDATORY ARBITRATION SECTION WILL BE NULL AND VOID.
The arbitrator shall have the exclusive and sole authority to resolve any dispute relating to the interpretation, construction, validity, applicability, or enforceability of these Terms, the Privacy Policy, and this arbitration provision. The arbitrator shall have the exclusive and sole authority to determine whether this arbitration clause can be enforced against a non-party to this Terms and whether a non-party to these Terms can enforce its provision against you or us.
Barring extraordinary circumstances, the arbitrator will issue his or her final, confidential decision within 120 days from the date the arbitrator is appointed. The arbitrator may extend this time limit for an additional 30 days upon a showing of good cause and in the interests of justice. All arbitration proceedings will be closed to the public and confidential, and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator will be in writing and will include a statement setting forth the reasons for the disposition of any claim. The arbitrator shall apply the laws of the Commonwealth of Virginia without regard to its conflicts of laws principles in conducting the arbitration. You acknowledge that these terms and your use of the Services evidences a transaction involving interstate commerce. The United States Federal Arbitration Act ("FAA") will govern the interpretation, enforcement, and proceedings pursuant to this Section 12. Any award rendered shall be final, subject to appeal under the FAA.
The abovestated provisions of this Section 15 shall not apply to any claim in which either party seeks equitable relief to protect such party's copyrights, trademarks, patents, or other intellectual property. For the avoidance of doubt, you agree that, in the event the Company or a third party breaches these Terms, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against us, and your only remedy will be for monetary damages, subject to the limitations of liability set forth in these Terms.
You and we agree that, notwithstanding any other rights a party may have at law or in equity, any claim arising out of or related to these Terms (including the Privacy Policy) or the Services, excluding a claim for indemnification, must be initiated with the AAA or filed in small claims court in Alexandria, Virginia within one (1) year after the claim accrues. Otherwise, such cause of action is permanently and forever barred. This one (1) year period includes the thirty (30) day pre-dispute procedure set forth in clause above.
All claims you bring against the Company must be resolved in accordance with this Section. All claims filed or brought contrary to this Section shall be considered improperly filed. Should you file a claim contrary to this Section, the Company may recover attorneys' fees and reimbursement of its costs, provided that the Company has notified you in writing of the improperly filed claim, and you fail to promptly withdraw such claim.
In the event that we make any material change to this arbitration provision (other than a change to our Arbitration Notice Address), you may reject any such change by sending us written notice to our Arbitration Notice Address within thirty (30) days of the change, in which case your Account and your license to use the Services will terminate immediately, and this Section, as in effect immediately prior to the amendments you reject, will survive the termination of these Terms.
If only paragraph above or the entirety of this Section 15 is found to be unenforceable, then the entirety of this Section 15will be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 17 will govern any action arising out of or related to this Terms.
YOU UNDERSTAND THAT YOU WOULD HAVE HAD A RIGHT TO LITIGATE THROUGH A COURT, TO HAVE A JUDGE OR JURY DECIDE YOUR CASE, AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION. HOWEVER, YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH BINDING, FINAL, AND CONFIDENTIAL ARBITRATION.
YOU HAVE THE RIGHT TO OPT-OUT OF THIS ARBITRATION PROVISION WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU FIRST USE, OR ATTEMPT TO USE, THE SERVICES BY WRITING TO support@eat-fit-mealplans.com OR TO THE ARBITRATION NOTICE ADDRESS. FOR YOUR OPT-OUT TO BE EFFECTIVE, YOU MUST SUBMIT A SIGNED WRITTEN NOTICE OPTING OUT AND CONTAINING ENOUGH DETAILS ABOUT YOU FOR US TO BE ABLE TO IDENTIFY YOU WITHIN THIRTY (30) DAYS. IF MORE THAN THIRTY (30) DAYS HAVE PASSED, YOU ARE NOT ELIGIBLE TO OPT OUT OF THIS PROVISION AND YOU MUST PURSUE YOUR CLAIM THROUGH BINDING ARBITRATION AS SET FORTH IN THIS TERMS.
These Terms shall remain in full force and effect while you use the File Transfer or Services or are otherwise a user of the File Transfer, as applicable.
Without limiting any other provision of these Terms and Conditions, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of the File Transfer and the Services (including blocking certain IP addresses), to any person for any reason including without limitation for breach of any representation, warranty or covenant contained in these Terms and Conditions or of any applicable law or regulation.
If we determine, in our sole discretion, that your use of the File Transfer/Services is in breach of these Terms or of any applicable law or regulation, we may terminate your use or participation in the File Transfer and the Services or delete your profile and any content or information that you posted at any time, without warning, in our sole discretion.
If we terminate or suspend your account for any reason set out in this Section 16, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
There may be information on the File Transfer that contains typographical errors, inaccuracies, or omissions that may relate to the File Transfer, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the File Transfer at any time, without prior notice.
Your use of this File Transfer and any dispute arising out of such use of the File Transfer is subject to the laws of State of Delaware, USA.
Any cause of action you may have with respect to your use of the Services must be commenced within one (1) year after the claim or cause of action arises.
If for any reason a court of competent jurisdiction finds any provision of this Terms, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Terms, and the remainder of this Terms shall continue in full force and effect. A printed version of this Terms shall be admissible in judicial or administrative proceedings.
No waiver of by the Company of any term or condition set forth in this Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under this Terms shall not constitute a waiver of such right or provision. If any provision of this Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of this Terms will continue in full force and effect.
Upon termination, all provisions of this Terms, which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers and limitations of liability.
All claims between the parties related to this Terms will be litigated individually and the parties will not consolidate or seek class treatment for any claim, unless previously agreed to in writing by the parties.
We may refuse Services, close Accounts, and change eligibility requirements at any time.
In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us by email at: meatpiemeet@gmail.com