Last Updated: September 26, 2019
Welcome to Spoonful! Your use of Spoonful’s services, including the services Spoonful makes available through spoonfuleats.com and all related web sites, mobile sites, data files, visualizations and applications, including the Spoonful. mobile application (the “App”), which link to these terms of service and to all software, products, or services offered by Spoonful in connection with any of those (the “Services”), is governed by these terms of service (the “Terms”), so please carefully read them before using the Services. For the purposes of these Terms, “we” “our” “us” and “Spoonful” refer to Spoonful Inc., the providers and operators of the Services.
In order to use the Services, you must first agree to these Terms. If you are registering for or using the Services on behalf of an organization, you are agreeing to these Terms for that organization and promising that you have the authority to bind that organization to these Terms. In that case, “you” and “your” will also refer to that organization, wherever possible.
You must be over 18 years of age to use the Services, and individuals under the age of 18 cannot use or register for the Services. By agreeing to these Terms, you represent that you (a) are 18 years of age or older, (b) are a legal resident of the United States, (c) have not been previously suspended or removed from the Services, or engaged in any activity that could result in suspension or removal from the Services , and (d) have full power and authority to enter into these Terms and in so doing will not violate any other agreement to which you are a party.
You agree your purchases and/or use of the Services are not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Spoonful or any of its affiliates regarding future functionality or features.
ARBITRATION NOTICE: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION CLAUSE BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND SPOONFUL WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
BY USING, PURCHASING, REGISTERING FOR, ORDERING, OR OTHERWISE ACCESSING THE SERVICES OR ANY PRODUCTS OR MATERIALS INCLUDED IN OR WITH THE SERVICES, YOU HEREBY AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, THEN YOU MAY NOT USE, PURCHASE, REGISTER FOR, ORDER, OR OTHERWISE ACCESS THE SERVICES.
2. Descriptions of Products & Services
All descriptions, images, references, features, content, specifications, products, and prices of products and services described or depicted in the Services are subject to change at any time without notice. Certain weights, measures, and other descriptions are approximate and are provided for convenience purposes only. The inclusion of any products or services on the Services does not imply or warrant that these products or services will be available. It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws (including minimum age requirements) in regard to the receipt, possession, and use of any item purchased from this Services.
Any information provided by us regarding the products or otherwise (e.g. product descriptions, ingredients, nutritional content, health implications, promotional videos, blog posts, or instructions) is for informational purposes only. We do not lab test any of the products. You should not take any action based entirely upon information presented through the Services. Use of the Services is not meant to serve as a substitute for professional advice or for your own diligent research of a food product and its suitability for your body. You should read and strictly follow all product labels, packaging inserts and instructions and all manufacturer directions and warnings, including for food allergen and contact information, nutrient content, qualified health claims, and disclaimers regarding food structure and function claims, before using or consuming a food product. For additional information about a food product, please contact the manufacturer.
You should also seek independent professional advice when appropriate. You acknowledge that we are not a health care provider, and do not provide you with any actual medical advice or medical services. If you receive advice from a doctor or other qualified medical professional which conflicts with anything contained in the Services then the former should take precedence. You should not disregard professional medical advice or delay in seeking it because of something you have seen through the Services. You should not use information obtained through the Services for the diagnosis or treatment of a health problem or disease. Statements provided through the Services have not been evaluated by the FDA and are not intended to diagnose, treat, cure, or prevent any disease or health condition.
The Services may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of the Services at any time, but we have no obligation to update any information on the Services You agree that it is your responsibility to monitor changes to the Services.
YOU ARE SOLELY RESPONSIBLE FOR THE PROPER AND SAFE HANDLING, PREPARATION, STORAGE, COOKING, USE AND CONSUMPTION OF FOOD PRODUCTS. YOU ARE ALSO SOLELY RESPONSIBLE FOR KNOWING ABOUT ANY FOOD ALLERGIES YOU MAY HAVE AND FOR VERIFYING THE SUITABILITY OF ALL PRODUCTS AND THEIR INGREDIENTS BEFORE HANDLING, PREPARING, USING OR CONSUMING SUCH PRODUCTS.
3. Your Account
In the course of registering for or using the Services, you may be required to provide Spoonful with certain information, including your name, contact information, username and password (“Credentials”). Spoonful handles such information with the utmost attention, care and security. Nonetheless, you, not Spoonful, shall be responsible for maintaining and protecting your Credentials in connection with the Services. If your contact information or other information relating to your account changes, you must notify Spoonful promptly and keep such information current. You are solely responsible for any activity using your Credentials, whether or not you authorized that activity. You should immediately notify Spoonful of any unauthorized use of your Credentials or if your email or password has been hacked or stolen. If you discover that someone is using your Credentials without your consent, or you discover any other breach of security, you agree to notify Spoonful immediately.
A variety of information, reviews, recommendations, messages, comments, posts, text, graphics, software, photographs, videos, data, and other materials (“Content”) may be made available through the Services by Spoonful or its suppliers (“Spoonful-Supplied Content”). While Spoonful strives to keep the Content that it provides through the Services accurate, complete, and up-to-date, Spoonful cannot guarantee, and is not responsible for the accuracy, completeness, or timeliness of any Spoonful-Supplied Content. The Spoonful-Supplied Content is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information.. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by Spoonful.
You acknowledge that you may also be able to create, transmit, publish or display information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) through use of the Services. All such information is referred to below as “User Content.”
You agree that you are solely responsible for (and that Spoonful has no responsibility to you or to any third party for) any User Content, and for the consequences of your actions (including any loss or damage which Spoonful may suffer) in connection with such User Content. If you are registering for these Services on behalf of an organization, you also agree that you are also responsible for the actions of associated Users and for any User Content that such associated Users might upload, record, publish, post, link to, or otherwise transmit or distribute through use of the Services. Furthermore, you acknowledge that Spoonful does not control or actively monitor Content uploaded by users and, as such, does not guarantee the accuracy, integrity or quality of such Content. You acknowledge that by using the Services, you may be exposed to materials that are offensive, indecent or objectionable. Under no circumstances will Spoonful be liable in any way for any such Content.
Spoonful may refuse to store, provide, or otherwise maintain your User Content for any or no reason. Spoonful may remove your User Content from the Services at any time if you violate these Terms or if the Services are canceled or suspended. If User Content is stored using the Services with an expiration date, Spoonful may also delete the User Content as of that date. User Content that is deleted may be irretrievable. You agree that Spoonful has no responsibility or liability for the deletion or failure to store any User Content or other communications maintained or transmitted through use of the Services.
Spoonful reserves the right (but shall have no obligation) to monitor and remove User Content from the Services, in its discretion. You agree to immediately take down any Content that violates these Terms, including pursuant to a takedown request from Spoonful. In the event that you elect not to comply with a request from Spoonful to take down certain Content, Spoonful reserves the right to directly take down such Content.
By submitting, posting or otherwise uploading User Content on or through the Services you give Spoonful a worldwide, nonexclusive, perpetual, fully sub-licensable, royalty-free right and license as set below:
with respect to User Content that you submit, post or otherwise make publicly or generally available via the Services (e.g. public forum posts and product reviews), the license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute , publicly perform, and publicly display such User Content (in whole or part) worldwide via the Services or otherwise, and/or to incorporate it in other works in any form, media, or technology now known or later developed for any legal business purpose; and
with respect to User Content that you submit, post or otherwise transmit privately via the Services, the license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform and publicly display such User Content for the sole purpose of enabling Spoonful to provide you with the Services.
5. Proprietary Rights
You acknowledge and agree that Spoonful (or Spoonful’s licensors) own all legal right, title and interest in and to the Services and Spoonful-Supplied Content and that the Services and Spoonful-Supplied Content are protected by copyrights, trademarks, patents, or other proprietary rights and laws (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
Except as provided in Section 4, Spoonful acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Content that you create, upload, submit, post, transmit, share or display on, or through, the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Spoonful, you agree that you are responsible for protecting and enforcing those rights and that Spoonful has no obligation to do so on your behalf.
6. License from Spoonful and Restrictions on Use
Spoonful gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Services for the sole purpose of your personal, non-commercial use, in the manner permitted by these Terms.
You may not (and you may not permit anyone else to): (i) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Services or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Spoonful, in writing (e.g., through an open source software license); or (ii) attempt to disable or circumvent any security mechanisms used by the Services or any applications running on the Services.
You may not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
You may not access the Services in a manner intended to avoid incurring fees or exceeding usage limits or quotas.
You may not purchase products through the Services for commercial purposes, such as for resale or export of the products.
You may not access the Services for the purpose of bringing an intellectual property infringement claim against Spoonful or for the purpose of creating a product or service competitive with the Services. You may not use any robot, spider, site search/retrieval application or other manual or automatic program or device to retrieve, index, “scrape,” “data mine” or in any way gather Content from the Services.
You agree that you will not upload, record, publish, post, link to, transmit or distribute User Content, or otherwise utilize the Services in a manner that: (i) advocates, promotes, incites, instructs, informs, assists or otherwise encourages violence or any illegal activities; (ii) infringes or violates the copyright, patent, trademark, service mark, trade name, trade secret, or other intellectual property rights of any third party or Spoonful, or any rights of publicity or privacy of any party; (iii) attempts to mislead others about your identity or the origin of a message or other communication, or impersonates or otherwise misrepresents your affiliation with any other person or entity, or is otherwise materially false, misleading, or inaccurate; (iv) promotes, solicits or comprises inappropriate, harassing, abusive, profane, hateful, defamatory, libelous, threatening, obscene, indecent, vulgar, pornographic or otherwise objectionable or unlawful content or activity; (v) is harmful to minors; (vi) utilizes or contains any viruses, Trojan horses, worms, time bombs, or any other similar software, data, or programs that may damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, personal information, or property of another; or (vii) violates any law, statute, ordinance, or regulation (including without limitation the laws and regulations governing export control, unfair competition, anti-discrimination, or false advertising).
You may not use the Services if you are a person barred from receiving the Services under the laws of the United States or other countries, including the country in which you are resident or from which you use the Services. You affirm that you are over the age of 18, as the Services are not intended for children under 18.
7. Order & Pricing Terms
For any product or service that you order through the Services, you agree to pay the price applicable (including any sales taxes and surcharges) as of the time you submit the order. Please note that we do not provide price protection or refunds in the event of a price drop or promotional offering.
All payments must be made by credit card. We currently do not accept cash, personal or business checks or any other payment form, although in the future we may change this policy.
Your total price will include the price of the product plus any applicable sales tax; such state and local sales tax is based on the shipping address and the sales tax rate in effect at the time you purchase the product. We will charge tax only in states where the goods sold over the Internet are taxable.
All purchase transactions made through the Services are subject to our return policy in effect at the time of purchase. If you’re dissatisfied with a product for any reason at all and would like to return them, get in touch with us at email@example.com within 14 days of receiving your item(s) and we can look into your return options. If fourteen (14) days have gone by since your purchase, unfortunately we can’t offer you a refund.
Prices for the Services and any products made available through the Services are subject to change without notice. We do not warrant that the quality of any products purchased or obtained by you through the Service will meet your expectations.
Spoonful reserves the right, with or without prior notice, to do any one or more of the following: (i) limit the available quantity of or discontinue any product on the Service; (ii) impose conditions on the honoring of any coupon, coupon code, promotional code, or other similar promotion; (iii) bar any user from making or completing any or all purchases of products; and (iv) refuse to provide any user with any product or service.
Occasionally there may be information in the Services that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
As part of our order processing procedures, we may screen received orders for fraud or other types of unauthorized or illegal activity. We reserve the right to refuse to process an order due to suspected fraud or unauthorized or illegal activity. If we suspect fraudulent, unauthorized or illegal activity, we may reject your order or we may contact you at the phone number or email address you provided to confirm your order. We also reserve the right to cancel any accounts or refuse to ship to certain addresses due to suspected fraud or unauthorized or illegal activity. We take these measures to protect our customers as well as ourselves from fraud or other unauthorized or illegal activity.
9. Modification and Termination of Services
You may terminate these Terms at any time by canceling your account on the Services. You will not receive any refunds if you cancel your account.
You agree that Spoonful, in its sole discretion and for any or no reason, may terminate your account or any part thereof. You agree that any termination of your access to the Services may be without prior notice, and you agree that Spoonful will not be liable to you or any third party for such termination.
Upon any termination of the Services or your account these Terms will also terminate, but all provisions of these Terms which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
10. Changes to the Terms
These Terms may be amended or updated from time to time without notice and may have changed since your last use of the Services. It is your responsibility to review these Terms for any changes. By continuing to access or use the Services after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, please stop using the Services. Please visit this page regularly to review these Terms for any changes.
11. DISCLAIMER OF WARRANTY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES ARE AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
SPOONFUL, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SPOONFUL, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (C) DATA PROVIDED THROUGH THE SERVICES WILL BE ACCURATE.
NOTHING IN THESE TERMS, INCLUDING SECTIONS 11 AND 12, SHALL EXCLUDE OR LIMIT SPOONFUL’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.
12. LIMITATION OF LIABILITY
SUBJECT TO SECTION 11 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT SPOONFUL, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
THE LIMITATIONS ON SPOONFUL’S LIABILITY TO YOU IN THIS SECTION SHALL APPLY WHETHER OR NOT SPOONFUL HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
SOME STATES AND JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL SPOONFUL’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT THAT YOU HAVE ACTUALLY PAID TO SPOONFUL IN RELATION TO THE SERVICES IN THE PAST TWELVE MONTHS, OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER.
THE LIMITATIONS SET FORTH IN THIS SECTION 12 WILL NOT LIMIT OR EXCLUDE LIABILITY FOR OUR FRAUD, GROSS NEGLIGENCE, OR INTENTIONAL, WILLFUL, MALICIOUS OR RECKLESS MISCONDUCT.
You agree to hold harmless and indemnify Spoonful, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “Spoonful and Partners”) from and against any third party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Services, (c) your violation of applicable laws, rules or regulations in connection with the Services, or (d) your User Content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature.
14. Availability of Products and Services; International Issues
Spoonful controls and operates the Servicesfrom its U.S.-based offices in the U.S.A., and Spoonful makes no representation that the Services are appropriate or available for use beyond the U.S.A. If you use the Services from other locations, you are doing so on your own initiative and are responsible for compliance with applicable local laws regarding your online conduct and acceptable content, if and to the extent local laws apply. The Servicesmay describe products and services that are available only in the U.S.A. (or only parts of it) and are not available worldwide. We reserve the right to limit the availability of the Servicesand/or the provision of any content, program, product, service, or other feature described or available on the Servicesto any person, entity, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service, or other feature that we provide. You and we disclaim any application to these Terms of the Convention on Contracts for the International Sale of Goods.
15. Copyright Policy
We respect the intellectual property rights of others and expect our users to do the same. In accordance with the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (the “DMCA”), we will respond expeditiously to claims of copyright infringement committed using the Services if such claims are reported to our Designated Copyright Agent identified in the sample notice below.
DMCA Notice of Alleged Infringement (“Notice”)
Identify the copyrighted work that you claim has been infringed, or if multiple copyrighted works are covered by this Notice, you may provide a representative list of the copyrighted works that you claim have been infringed.
Identify the material or link you claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link or the exact location where such material may be found.
Provide your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.
Include both of the following statements in the body of the Notice:
“I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).”
“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
Provide your full legal name and your electronic or physical signature. Deliver this Notice, with all items completed, to our Designated Copyright Agent:
PO Box 338
29 Orinda Way
Orinda, CA 94563
16. Third-Party Content
The Services may include references or hyperlinks to other web sites or content or resources or email content. Spoonful has no control over any websites or resources which are provided by companies or persons other than Spoonful.
You acknowledge and agree that Spoonful is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
You acknowledge and agree that Spoonful is not liable for any loss or damage which may be incurred by you or other users as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources.
17. Third Party Software
The Services may incorporate certain third party software (“Third Party Software”), which is licensed subject to the terms and conditions of the third party licensing such Third Party Software. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable license for such Third Party Software.
You may choose to or we may invite you to submit comments or ideas about the Services, including without limitation about how to improve the Services or our products. By submitting any feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Spoonful under any fiduciary or other obligation, and that we are free to use such feedback without any additional compensation to you, and/or to disclose such feedback on a non-confidential basis or otherwise to anyone.
20. Contact Us
If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the Services, please contact us at: firstname.lastname@example.org
When submitting a complaint, please provide a brief description of nature of your complaint and the specific services to which your complaint relates.