last updated: February 7, 2024
Terms & Conditions
BY USING THIS WEBSITE, YOU ARE INDICATING THAT YOU HAVE READ, ACKNOWLEDGE, AND AGREE TO BE BOUND BY THE POLICIES, TERMS AND CONDITIONS SET FORTH BELOW (THE “TERMS”) IN THEIR ENTIRETY WITHOUT LIMITATION OR QUALIFICATION.
If you do not agree to these Terms including the agreements incorporated by reference herein, you must not access or use the Services. Please read these Terms carefully as they contain important information regarding your legal rights, remedies, and obligations.
- Modification of Terms
We reserve the right to change or modify these Terms at any time and in our sole discretion. If we make changes to these Terms, we will provide notice of such changes, such as by updating the “Last Updated” date at the beginning of these Terms. By continuing to use the Services at any point after such update, you confirm your acceptance of the revised Terms and all of the terms incorporated therein by reference. You should review these Terms frequently to ensure that you understand the terms and conditions that apply when you access or use the Services. If you do not agree to the revised Terms, you may not access or use the Services.
- Use of the Services
The Services are intended solely for users who are eighteen (18) years of age or older . Any registration by, use of, or access to the Services by anyone under 18 is unauthorized, unlicensed, and in violations of these Terms. By using the Services, you represent and warrant that you are 18 years of age or older and that you agree to abide by all of the terms and conditions of the Terms. These Terms will remain in full force and effect while you use the
- Your Privacy
- Restrictions on Use
- Limited License. You are hereby granted a limited, revocable, nonexclusive, nontransferable, nonassignable, non-sublicensable, “as-is” license to access and use the Services and related content for your own personal, non-commercial use; provided, however, that such license is subject to the Terms and does not include any right to (i) sell, resell, or use commercially the Services, (ii) distribute, publicly perform, or publicly display any content, (iii) modify or otherwise make any derivative uses of the Services, or any portion thereof, (iv) use any data mining, robots, or similar data gathering or extraction methods, (v) download (other than page caching) any portion of the Services, except as expressly permitted by us, and (vi) use the Services other than for their intended purposes. This license is subject to your compliance with these Terms.
- Prohibited Uses. You may not attempt or cause to attempt to gain unauthorized access to any portion or feature of the Services, or any other systems or networks connected to the Services, by hacking, password “cracking,” or any other illegitimate means. You may not breach or cause to breach the security or authentication measures on the Services or any other systems or networks connected to the Services, or otherwise attempt to interfere with the proper functioning of the Services. You will not falsify your identity or impersonate another person engage in conduct that limits the use and enjoyment of the Services, or any part thereof, by other users in any way, in each case as determined by us in our sole and absolute discretion.
In addition, you agree not to and will not assist another to:
- reverse engineer, disassemble, alter, decompile, duplicate, create derivative works from, make copies of, extract information from, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services, in whole or in part, except as expressly permitted by us;
- upload, post or store any materials that directly or indirectly contain viruses, corrupted files or any other similar harmful mechanism;
- link to, mirror or frame any portion of the Services without our prior express written permission;
- scrape, index, survey, or data mine any portion of the Services or unduly burden or hinder the operation of the Services;
- remove any notice of the proprietary rights of our licensors and us from any portion of the Services or printed version thereof;
- upload, post, transmit, share, store, or otherwise make available any content that we deem, in our sole discretion, to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, racist, or otherwise objectionable;
- register for more than one Account, register for an Account on behalf of an individual other than yourself, or register for an Account on behalf of any group or entity;
- impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age, or your affiliation with another person or entity;
- upload, post, transmit, share, or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- upload post, transmit, share, store, or otherwise make publicly available on the Services any private or sensitive information of any third party, including addresses, phone numbers, email addresses, Social Security numbers, and credit card information;
- solicit personal information from any other user for commercial or unlawful purposes or solicit passwords; or
- create a false identity on the Services.
- Except as otherwise permitted in writing by Spoonfuls, no Materials (defined below) from this Website may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way. You may download Material displayed on this Website for non-commercial, personal use only. If you do so, you agree to retain all copyright and other proprietary notices contained on the Materials. You may not use, distribute, modify, transmit, or post the content of this Website for public or commercial purposes, including any text, images, audio, or video without Spoonfuls written permission. You may not mirror any Material contained on this Website on any other server. You may not frame or use framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Spoonfuls without express written consent. You may not use any metatags or any other “hidden text” using Spoonful’s name or trademarks without the express written consent of Spoonfuls. Any unauthorized use terminates the permission or license granted by Spoonfuls.
- Intellectual Property
All content included on this Website, such as text, graphics, logos, button icons, images, audio clips, information, data, photographs, graphs, videos, typefaces, graphics, music, sounds, and other Material and software (the “Materials”) is the property of Spoonfuls or its content suppliers and is protected by copyrights, trademarks, trade secrets, or other proprietary rights, and these rights are valid and protected in all forms, media, and technologies existing now or hereinafter developed. Nothing in the TOU is to be interpreted as transferring or licensing any Intellectual Property to you. Unless specifically permitted in writing by us, you shall not duplicate, capture, trade, upload, or otherwise exploit in whole or in part any of the Intellectual Property. Any use of the Intellectual Property other than as permitted by the TOU will constitute a violation of the TOU and may constitute copyright and/or patent infringement. We respect the Intellectual Property of others and ask that our users do the same. In accordance with the Digital Millennium Copyright Act, we have designated a Copyright Agent to receive notice of claims of copyright infringement on the Site. Our Copyright Agent may be reached at email@example.com.
- Disclaimer of Warranties
You expressly agree that use of the Services are at your sole discretion. Neither Spoonfuls, nor its affiliates, nor any of their officers, directors, or employees, agents, third-party content providers, donors, sponsors, or licensors (collectively “Providers”) warrant that this Website will be uninterrupted or error-free; nor do they make any warranty as to the results that may be obtains from this use of this Website, or as to the accuracy, completeness, reliability, security, or currency of the Materials. The Materials may contain errors, omissions, inaccuracies, or outdated information. Further, Spoonfuls does not warrant reliability of any advice, calls to action, statement or other information displayed or distributed through the Services. Spoonfuls reserves the right, in its sole discretion, to correct any errors or omissions in any portion of this Website. Spoonfuls may make other changes to the Services, the Materials and the products, programs, services or prices (if any) described in the Services at any time without notice.
THE SERVICES AND THE INFORMATION, CONTENT, AND MATERIALS ON THE SERVICES ARE PROVIDED BY SPOONFULS ON AN “AS IS,” “WHERE IS,” AND “WHERE AVAILABLE” BASIS. SPOONFULS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE, THE CONTENT, INFORMATION, OR THE MATERIALS ON THE SERVICES, TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. SPOONFULS EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND, WITH RESPECT TO ANY OF THE MATERIALS, CONTENT, OR INFORMATION ON THE SERVICES OR ANY GOODS OR OTHER PRODUCTS OR SERVICES OFFERED, SOLD, OR DISPLAYED ON THE SERVICES OR YOUR USE OF THE SERVICES GENERALLY, INCLUDING WARRANTIES OF MERCHANTABILITY, ACCURACY OF INFORMATION, QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOME JURISDICTION’S LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION’S LAW APPLIES TO THIS AGREEMENT.
- LIMITATION OF LIABILITY
YOU AGREE THAT SPOONFULS AND ITS PROVIDERS SHALL NOT BE LIABLE FOR ANY DAMAGES, LOSS, OR EXPENSE OF ANY KIND ARISING OUT OF OR RESULTING FROM YOUR POSSESSION OR USE OF THE MATERIALS, CONTENT, OR INFORMATION ON THE SERVICES REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT, CONTRACT, OR OTHERWISE. IN NO EVENT, INCLUDING WITHOUT LIMITATION A NEGLIGENT ACT, SHALL SPOONFULS OR ANY OF ITS PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OR CORRUPTION OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR INTERRUPTION OF BUSINESS), ARISING OUT OF OR IN ANY WAY RELATED TO THE MATERIALS, CONTENT OR INFORMATION ON THE SERVICES OR ANY OTHER PRODUCTS, SERVICES, OR INFORMATION OFFERED, SOLD, OR DISPLAYED ON THE SERVICES, YOUR USE OF, OR INABILITY TO USE, THE SERVICES GENERALLY, OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER SPOONFULS OR ANY OF ITS PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
- DISPUTE RESOLUTION
At Spoonfuls’ option, any dispute relating in any way to your use of this Website may be submitted to confidential arbitration in Middlesex County, Massachusetts. Furthermore, in the case of any such dispute, Spoonfuls may commence litigation, including seeking injunctive or other appropriate relief, in any state or federal court in the Commonwealth of Massachusetts or any state where you reside, and you irrevocably consent to exclusive jurisdiction and venue in such courts. Any arbitration under this Agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
- LIMITATION ON CLAIMS
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.
- TERM AND TERMINATION
Without limiting its other remedies, Spoonfuls may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate the license granted under the Terms if you fail to comply with any Terms. Upon such violation, you agree to terminate access to the Services.
You agree to indemnify, defend, and hold us, our officers, directors, employees, volunteers, agents, licensors, and suppliers harmless from and against any claims, actions, or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from or alleged to result from, your use of and access to the Services or your violation of these Terms or your violation of any third party right, including without limitation any trademark, copyright or other proprietary or privacy right.
- CHOICE OF LAW AND VENUE
All matters relating to the Services and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the Commonwealth of Massachusetts without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Massachusetts or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Massachusetts, in each case located in the County of Middlesex. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
- ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between Spoonfuls and you with respect to the Services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between the customer and Spoonfuls with respect to the Services.
You may not assign or otherwise transfer ownership of your rights and obligations under these Terms to anyone without our prior written approval. We may freely assign, transfer and delegate our rights and obligations under these Terms.
- CONTACT US
189 Wells Avenue, Suite 100
Newton, MA 02459