Terms of Service

These Terms of Use (these “Terms of Use”, or this “Agreement“) explain the terms and conditions that apply when you download, install and use the FoodMaven browser extension and the services made available through the web browser extension (collectively, the “Browser Extension”) offered by FoodMaven Corporation. (“FoodMaven” or “we”).

Please read the following Terms of Use carefully before downloading and using the Browser Extension software. If you download and use the Browser Extension software, you will be bound by these Terms of Use. If you are an individual acting on behalf of a business entity, you represent and warrant that you have the authority to bind such business entity to these Terms of Use and the term “you” will apply to both the individual and the business entity.

FoodMaven may modify these Terms of Use at any time. Modifications become effective immediately upon your first access to or use of the Browser Extension after the “Last Updated” date at the bottom of these Terms of Use. Your continued access to or use of the Browser Extension after the modifications have become effective will be deemed your conclusive acceptance of the modified Terms of Use. If you do not agree with the modifications, do not access or use the Browser Extension.

WHAT IS THE BROWSER EXTENSION?

A browser extension is a computer program that extends the functionality of a web browser. The Browser Extension enhances your ability to quickly and accurately check the prices and availability of the products supplied by FoodMaven.

LICENSE TO USE BROWSER EXTENSION

Subject to these Terms of Use, FoodMaven hereby grants you a non-exclusive, non-transferable limited license to use the Browser Extension in strict accordance with the terms and conditions in this Agreement.  You acknowledge and agree that all content and services available on the Browser Extension are property of FoodMaven and its advertisers and licensors and are protected by copyrights, moral rights, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws, in the U.S. and internationally. All rights not expressly granted herein are fully reserved by FoodMaven and its advertisers and licensors.

You may not use or reproduce in any form any part of Browser Extension without prior written consent. This prohibition applies to unauthorized uses or reproduction for public or private use. You agree that you shall not try to reverse engineer, reverse assemble, reverse compile, decompile, disassemble, translate or otherwise alter any executable code, contents or materials on or received via Browser Extension. You understand that such actions are likely to subject you to serious civil and criminal legal penalties and that FoodMaven shall pursue such penalties to the full extent of the law to protect its rights and the rights of its other licensors.

INTELLECTUAL PROPERTY RIGHTS

The Browser Extension, including all software, scripts, graphics (including icons, button icons, etc.), photos, images, pricing, product information, trademarks, service marks and logos contained therein (“Browser Extension Content”), are owned by or licensed to FoodMaven.

YOUR REPRESENTATIONS AND WARRANTIES

By using the Browser Extension, you represent and warrant that you are at least 18 years old, you have read and agree to abide by this Agreement, any information you submit is truthful and accurate, and your use of the Browser Extension does not violate any applicable law, regulation, or obligation.

CONTENT DISCLAIMER

WITHOUT LIMITING THE DISCLAIMER OF WARRANTIES SET FORTH BELOW, ALL BROWSER EXTENSION CONTENT IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. FOODMAVEN IS NOT LIABLE FOR ANY INACCURACIES, ERRORS, OMISSIONS OR MISCALCULATIONS IN ANY OF THE BROWSER EXTENSION CONTENT, NOR ARE WE LIABLE FOR YOUR RELIANCE ON THE BROWSER EXTENSION CONTENT, OR ANY OCCURRENCES, OUTCOMES OR RESULTS RELATING TO OR ARISING FROM SUCH RELIANCE, WHETHER OR NOT SUCH CONSEQUENCES WERE FORESEEABLE. FOODMAVEN IS NOT RESPONSIBLE FOR ANY STATEMENTS, WARRANTIES, REPRESENTATIONS, OFFERS, EVENTS OR ADVERTISEMENTS MADE BY ANY THIRD PARTY IN BROWSER EXTENSION CONTENT.

DISCLAIMER OF WARRANTIES

FOODMAVEN AND ITS ADVERTISERS, VENDORS, PRODUCT OR SERVICE PROVIDERS, AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE BROWSER EXTENSION, THE SUITABILITY OF THE CONTENT, INFORMATION, SERVICES, OR MATERIALS CONTAINED ON OR RECEIVED THROUGH USE OF THE BROWSER EXTENSION, OR ANY SERVICES OR PRODUCTS RECEIVED THROUGH OR AS A RESULT OF INFORMATION PROVIDED BY THE BROWSER EXTENSION. ALL INFORMATION AND USE OF THE BROWSER EXTENSION ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

FOODMAVEN AND ITS ADVERTISERS, VENDORS, PRODUCT OR SERVICE PROVIDERS, AND LICENSORS HEREBY DISCLAIM ALL WARRANTIES WITH REGARD TO THE BROWSER EXTENSION, THE INFORMATION CONTAINED ON OR RECEIVED THROUGH USE OF THE BROWSER EXTENSION, AND ANY SERVICES OR PRODUCTS RECEIVED THROUGH THE BROWSER EXTENSION OR INFORMATION PROVIDED BY THE BROWSER EXTENSION, INCLUDING BUT NOT LIMITED TO ALL EXPRESS, STATUTORY, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, OR WITH RESPECT TO THE ACCURACY, RELIABILITY, CORRECTNESS, OR COMPLETENESS OF ANY CONTENT, INFORMATION, SERVICES, OR OTHER MATERIALS MADE AVAILABLE ON OR THROUGH THE BROWSER EXTENSION OR ANY WEBSITES LINKED TO OR FROM THE BROWSER EXTENSION. YOUR USE OF THE BROWSER EXTENSION IS SOLELY AT YOUR RISK. YOU AGREE THAT YOU HAVE RELIED ON NO WARRANTIES, REPRESENTATIONS OR STATEMENTS OTHER THAN IN THIS AGREEMENT.

FOODMAVEN AND ITS ADVERTISERS, VENDORS, PRODUCT OR SERVICE PROVIDERS, AND LICENSORS DO NOT WARRANT THAT THE BROWSER EXTENSION WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENTS OR ANY INFORMATION RECEIVED THROUGH THE BROWSER EXTENSION IS FREE OF ERRORS, OR OTHER HARMFUL COMPONENTS.

IN THE EVENT THAT ANY APPLICABLE LAW DOES NOT PERMIT THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES SHALL FOODMAVEN OR ITS ADVERTISERS, VENDORS, PRODUCT OR SERVICE PROVIDERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM, OR ARISE OUT OF THE USE OF, OR INABILITY TO USE, THE BROWSER EXTENSION, THE INFORMATION CONTAINED ON OR RECEIVED THROUGH USE OF THE BROWSER EXTENSION, THE PRODUCTS OR SERVICES LISTED THROUGH THE BROWSER EXTENSION, OR ANY SERVICES OR PRODUCTS RECEIVED, POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE BROWSER EXTENSION. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF FOODMAVEN OR ITS OFFICERS, MEMBERS, MANAGERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, ADVERTISERS, VENDORS, OR PRODUCT OR SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

THE TOTAL CUMULATIVE LIABILITY OF FOOD MAVEN FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR STRICT LIABILITY, SHALL NOT EXCEED ONE HUNDRED DOLLARS (U.S. $100.00). THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE.

CONFIDENTIAL INFORMATION

“Confidential Information” means all information of the disclosing party disclosed to the receiving party that is marked or identified as confidential, or disclosed in circumstances that would lead a reasonable person to believe such information is confidential.  The Browser Extension and the Browser Extension Content shall be considered FoodMaven’s Confidential Information, notwithstanding any failure to mark or identify it as such.

The party receiving Confidential Information (“Receiving Party”) from the other party (“Disclosing Party”) shall not use any Confidential Information of the Disclosing Party for any purpose not expressly permitted by these Terms of Use, and shall disclose the Confidential Information of the Disclosing Party only to the employees, independent contractors, or agents of the Receiving Party who have a need to know such Confidential Information for purposes of these Terms of Use and who are under a duty of confidentiality no less restrictive than the Receiving Party’s duty hereunder.  The Receiving Party shall protect the Disclosing Party’s Confidential Information from unauthorized use, access, or disclosure in the same manner as the Receiving Party protects its own confidential or proprietary information of a similar nature and with no less than reasonable care.

Confidential Information does not include information that:  (a) was already lawfully known to the Receiving Party at the time of disclosure by the Disclosing Party; (b) is disclosed to the Receiving Party by a third party who had the right to make such disclosure without any confidentiality restrictions; (c) is, or through no fault of the Receiving Party has become, generally available to the public (including any information made available on the Site that is not protected by confidentiality obligations); or (d) is independently developed by the Receiving Party without access to, or use of, the Disclosing Party’s Confidential Information.  In addition, the Receiving Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is:  (i) approved in writing by the Disclosing Party, (ii) necessary for the Receiving Party to enforce its rights under these Terms of Use in connection with a legal proceeding; or (iii) required by law or by the order of a court or similar judicial or administrative body, provided that (if permitted by law) the Receiving Party promptly notifies the Disclosing Party of such required disclosure in writing prior to making such disclosure and cooperates with the Disclosing Party, at the Disclosing Party’s reasonable request and expense, in any lawful action to contest or limit the scope of such required disclosure.

INDEMNIFICATION

You agree to defend, indemnify, and hold harmless FoodMaven, its advertisers, vendors, product and service providers, licensors, parents, subsidiaries and other affiliated companies, and their employees, contractors, members, managers, officers, shareholders, agents and directors from all liabilities, claims, losses, damages, obligations, costs, and expenses, including attorney’s fees, that arise from or relate to (a) your use of and access to the Browser Extension, or any services, information or products from the Browser Extension; (b) your violation or breach of any of the terms of this Agreement or your representations and warranties; and (c) your violation of the rights of any third party, including but not limited to any copyright, property, or privacy right. This defense and indemnification obligation will survive your use of the Browser Extension. FoodMaven reserves the right to assume the exclusive defense and control of any claim for which we or any of the indemnitees listed above are entitled to indemnification hereunder. In such event, you shall pay all fees and costs for such defense and shall provide us with such cooperation at no charge as is reasonably requested by us to assert any available defenses.

LEGAL COMPLIANCE

FoodMaven may suspend or terminate this Agreement or a user’s use immediately upon receipt of any notice which alleges that a user has used the Browser Extension for any purpose that violates any local, state, federal or law of other nations. In such event, FoodMaven may disclose the user’s identity and contact information, if requested by a government or law enforcement body or as a result of a subpoena or other legal action, and FoodMaven shall not be liable for damages or results thereof and user agrees not to bring any action or claim against FoodMaven for such disclosure.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties related to the subject matter thereof, supersedes any prior or contemporaneous (oral, written or electronic) agreement between the parties and shall not be changed except by written agreement signed by an officer of FoodMaven. If any provision of this Agreement is found by a proper authority to be unenforceable or invalid, such unenforceability or invalidity shall not render this Agreement unenforceable or invalid as a whole and in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions.

TRANSFER OF RIGHTS

This Agreement, and any rights and licenses granted hereunder, may not be assigned or transferred by you, but may be assigned by FoodMaven without restriction.

CHOICE OF LAW AND FORUM

By accessing the Browser Extension, both you and FoodMaven agree that the statutes and laws of the State of Colorado shall apply to any actions or claims arising out of or in relation to this Agreement or your use of the Browser Extension, without regard to conflicts of laws principles thereof. You and FoodMaven also agree and hereby submit to the filing of any claim only in the exclusive personal jurisdiction and venue of Colorado and any legal proceedings shall be conducted in English. FoodMaven makes no representation that materials on the Browser Extension are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. This Agreement shall not be governed by the United Nations Convention on Contracts for the Sale of Goods.