MealNextDoor Terms of Use

MealNextDoor Terms of Use Agreement By using mealnextdoor.com ("MealNextDoor" or the "Site"), a service of MealNextDoor, Inc., you (the "user" or "you") agree to comply with and be legally bound by the following terms of use ("Terms"), whether or not you become a registered user of the Services. If you do not agree to these terms, you have no right to obtain information from or otherwise continue using this Site. Failure to use this Site in accordance with the following terms of use may subject you to severe civil and criminal penalties. We reserve the right to modify these Terms or policies relating to the Services at any time, effective upon posting of an updated version of these Terms on the Site. You are responsible for regularly reviewing these Terms. By using this Site, you agree that the posting of new or revised terms and conditions on the Site will constitute adequate and constructive notice to you of any and all revisions and changes. Continued use of the Service after any such changes or after explicitly accepting the new Terms upon logging into the site shall constitute your consent to such changes. MealNextDoor is a neutral venue MealNextDoor acts as a venue to allow users who comply with MealNextDoor's policies to offer, sell, and buy certain items and related goods within a fixed price format. MealNextDoor is not directly involved in the transaction between buyers and sellers. As a result, MealNextDoor has no control over the quality, safety, morality or legality of any aspect of the items listed, the truth or accuracy of the listings, or the ability of sellers to sell goods. MealNextDoor does not pre-screen users or the content or information provided by users. MealNextDoor cannot ensure that a buyer or seller will actually complete a transaction. Consequently, MealNextDoor does not transfer legal ownership of items from the seller to the buyer. MealNextDoor cannot guarantee the true identity, age, and nationality of a user. We do not investigate any user's reputation, conduct, morality, criminal background, or verify the information that any user submits to the Site. MealNextDoor encourages you to communicate directly with potential transaction partners through the tools available on the Site. You agree that MealNextDoor is a venue and as such is not responsible or liable for any content, for example, data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links posted by you, other users, or outside parties on MealNextDoor. You use the MealNextDoor service at your own risk. You are solely responsible for your interactions with other users of our Services. We will not be responsible for any damage or harm resulting from your interactions with other users of our Services. We reserve the right, but have no obligation, to monitor interactions between you and other users of our Services and to take any other action in good faith to restrict access to or the availability of any material that we or another user of our Services may consider obscene, lewd, lascivious, filthy, violent, harassing or otherwise objectionable. By using the Site or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other users will be limited to a claim against the particular user or users who caused you harm. You agree not to attempt to impose liability on, or seek any legal remedy from MealNextDoor. You release MealNextDoor from any and all claims, demands, damages (actual, consequential, nominal, punitive, or otherwise), equitable relief, and any other legal, equitable, and administrative remedy, of every kind and nature, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, past, present, or future, arising out of or in any way connected with your communication or interaction with other users on the Site or your experience as a guest or host in connection with the Site. Further, you waive California Civil Code section 1542, which provides: Òa 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.Ó As set forth in Section 17, interpretation of this agreement is governed by the laws of the State of California and the United States of America. Membership Eligibility Age: MealNextDoor's services are available only to, and may only be used by, individuals who are 18 years and older who can form legally binding contracts under applicable law. Individuals under the age of 18 can use this service only in conjunction with and under the supervision of a parent or legal guardian. In this case, the adult is the user and is responsible for any and all activities. Compliance: You agree to comply with all local laws regarding online conduct and acceptable content. You are responsible for all applicable taxes. In addition, you must abide by MealNextDoor's policies as stated in the Agreement and MealNextDoor's Privacy Policy. Password: Keep your password secure. You are fully responsible for all activity, liability and damage resulting from your failure to maintain password confidentiality. You agree to immediately notify MealNextDoor of any unauthorized use of your password or any breach of security. You also agree that MealNextDoor cannot and will not be liable for any loss or damage arising from your failure to keep your password secure. Account Information: You must keep your account information up-to-date and accurate at all times, including a valid email address. Account Transfer: You may not transfer or sell your MealNextDoor account and User ID to another party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to this Agreement. Right to Refuse Service: MealNextDoor's services are not available to temporarily or indefinitely suspended MealNextDoor members. MealNextDoor reserves the right, in MealNextDoor's sole discretion, to cancel unconfirmed or inactive accounts. MealNextDoor reserves the right to refuse service to anyone, for any reason, at any time. Privacy Policy: The Privacy Policy of MealNextDoor is available on the Site and is hereby incorporated by reference. You agree to abide by all terms set forth in the Privacy Policy. Pricing and Services Joining and posting a listing on MealNextDoor is free. MealNextDoor reserves the right to charge for its services, although, at the moment its services are free. MealNextDoor may, at MealNextDoor's sole discretion, change some or all of MealNextDoor's services at any time. In the event MealNextDoor introduces a new service, the pricing for that service are effective at the launch of the service. Merchant Services: MealNextDoor facilitates the purchase of goods bought and sold by Users on the Site. Upon the sale of an item listed on the Site, authorized payments from the User are transferred to a Seller's MealNextDoor account less any applicable commission, transaction fee, and/or other adjustments. Termination: We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate your access to our Services, (b) deactivate or delete any of your accounts and all related information and files in such accounts and (c) bar your access to any of such files or Services. If MealNextDoor terminates your account, if you close your account, or if the payment of your MealNextDoor commission and transaction fees cannot be completed for any reason, you remain obligated to pay MealNextDoor for all unpaid fees plus any penalties, if applicable. If you have a question or wish to dispute a charge, contact MealNextDoor. Modification of Services. We may, in our discretion and without liability to you, with or without prior notice and at any time, modify or discontinue, temporarily or permanently, any portion of our Services. Privacy. Our privacy policy governs the handling, storage, and use of any information you submit to us, including credit card billing information. Please see Section 4 of these Terms for further information on this policy. Taxes. You understand that we are acting solely as an intermediary for the collection of sales for You and your customers with whom you choose to enter into a transaction. Because state and local tax laws vary significantly by locality, you understand and agree that you are solely responsible for determining your own tax reporting requirements in consultation with tax advisors, and that we cannot and do not offer tax advice to any party. Listing and Selling Listing Description: By listing an item on the Site you warrant that you and all aspects of the item comply with MealNextDoor's policies. You also warrant that you may legally sell the item. You must accurately describe your item and all terms of sale in your MealNextDoor listing. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that item. All items must be listed in an appropriate category with appropriate tags. Each listing must accurately and completely describe the item/items for sale in that listing. Listing Prices. If you post a listing offering goods through the Site, which is accepted by you and a customer, you acknowledge and agree that the price you specify for that listing will constitute an essential part of a binding agreement between you and the guest. You further agree not to alter the price once accepted. Binding Sale: All sales are binding. The seller is obligated to make the order or otherwise complete the transaction with the buyer in a prompt manner, unless there is an exceptional circumstance, such as: (a) the buyer fails to meet the terms of the seller's listing (such as payment method), or (b) the seller cannot authenticate the buyer's identity. The buyer is obligated to deliver appropriate payment for items purchased, unless there is an exceptional circumstance. Fee Avoidance: The price stated in each item listing description must be an accurate representation of the sale. You may not alter the item's price after a sale for the purpose of avoiding MealNextDoor transaction fees, misrepresent the item's location, or use another user's account without permission. Prohibited Activities You are solely responsible for your conduct and activities on and relating to MealNextDoor and any and all data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links (together, "Content") that you submit, post, and display on MealNextDoor. The following are restricted activities. Your Content and your use of MealNextDoor shall not: 1. Violate any local, state, provincial, national, or other law or regulation, or any order of a court; 2. Be false, inaccurate or misleading 3. Be fraudulent or involve the sale of illegal, counterfeit or stolen items 4. Infringe upon any third party's copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy 5. Violate this Agreement, any site policy or community guidelines, or any applicable law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising) 6. Contain items that have been identified by the U.S. Consumer Products Safety Commission (CPSC) as hazardous to consumers and therefore subject to a recall 7. Be defamatory, trade libelous, unlawfully threatening, unlawfully harassing, impersonate or intimidate any person (including MealNextDoor staff or other users), or falsely state or otherwise misrepresent your affiliation with any person, through for example, the use of similar email address, nicknames, or creation of false account(s) or any other method or device 8. Be obscene or contain child pornography 9. Contain or transmit any code of a destructive nature that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information 10. Host images not part of a listing 11. Link directly or indirectly, reference or contain information about goods or services offered external to MealNextDoor. 12. Modify, adapt or hack MealNextDoor or modify another website so as to falsely imply that it is associated with MealNextDoor 13. Appear to create liability for MealNextDoor or cause MealNextDoor to lose (in whole or in part) the services of MealNextDoor's ISPs or other suppliers 14. Link directly or indirectly, reference or contain descriptions of goods or services that are prohibited under this Agreement, the Privacy Policy, or other policy documents as posted on MealNextDoor 15. Register for more than one user account or register for a user account on behalf of an individual other than yourself; 16. Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity; 17. Use automated scripts to collect information or otherwise interact with the Service or the Site; 18. Advocate, encourage, or assist any third party in doing any of the foregoing. The foregoing is merely a list of examples of prohibited conduct. MealNextDoor reserves the right to cancel a user account or take other appropriate actions in its sole discretion in response to any inappropriate conduct, or for no reason at all. Furthermore, you may not list any item on MealNextDoor (or consummate any transaction that was initiated using MealNextDoor's service) that, by paying to MealNextDoor the commission or transaction fee, could cause MealNextDoor to violate any applicable law, statute, ordinance or regulation, or that violates the Terms of Use. 6. Content License: MealNextDoor does not claim ownership rights in your Content. You grant MealNextDoor a license solely to enable MealNextDoor to use any information or Content you supply MealNextDoor with, so that MealNextDoor is not violating any rights you might have in that Content. You grant MealNextDoor a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in the Content, in any media now known or not currently known, with respect to your Content. You agree to allow MealNextDoor to store or re-format your Content on MealNextDoor and display your Content on MealNextDoor in any way as MealNextDoor chooses. MealNextDoor will only use personal information in accordance with MealNextDoor's Privacy Policy. As part of a transaction, you may obtain personal information, including email address and physical address information, from another MealNextDoor user. Without obtaining prior permission from the other user, this personal information shall only be used for that transaction or for MealNextDoor-related communications. MealNextDoor has not granted you a license to use the information for unsolicited commercial messages. Without limiting the foregoing, without express consent from the user, you are not licensed to add any MealNextDoor user to your email or physical mail list. For more information, see MealNextDoor's Privacy Policy. Re-Posting Content. By posting Content on MealNextDoor, it is possible for an outside website or a third party to re-post that Content. You agree to hold MealNextDoor harmless for any dispute concerning this use. If you choose to display your own MealNextDoor-hosted image on another website, the image must provide a link back to its listing page on MealNextDoor. Information Control MealNextDoor does not control the Content provided by users that is made available on MealNextDoor. You may find some Content to be offensive, harmful, inaccurate, or deceptive. There are also risks of dealing with underage persons or people acting under false pretense. Additionally, there may also be risks dealing with international trade and foreign nationals. By using MealNextDoor, you agree to accept such risks and that MealNextDoor (and MealNextDoor's officers, directors, agents, subsidiaries, joint ventures and employees) is not responsible for any and all acts or omissions of users on MealNextDoor. Please use caution, common sense, and practice safe buying and selling when using MealNextDoor. Other Resources: MealNextDoor is not responsible for the availability of outside websites or resources linked to or referenced on the Site. MealNextDoor does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You agree that MealNextDoor shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resources. Resolution of Disputes and Release In the event a dispute arises between you and MealNextDoor, please contact MealNextDoor. Should you have a dispute with one or more users, or an outside party, you release MealNextDoor (and MealNextDoor's officers, directors, agents, subsidiaries, joint ventures and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. MealNextDoor encourages users to report user-to-user disputes to your local law enforcement, postmaster general, or a certified mediation or arbitration entity, as applicable. MealNextDoor, for the benefit of users, may try to help users resolve disputes. MealNextDoor does so in MealNextDoor's sole discretion, and MealNextDoor has no obligation to resolve disputes between users or between users and outside parties. To the extent that MealNextDoor attempts to resolve a dispute, MealNextDoor will do so in good faith based solely on MealNextDoor's policies. MealNextDoor will not make judgments regarding legal issues or claims. MealNextDoor's Intellectual Property MealNextDoor, and other MealNextDoor graphics, logos, designs, page headers, button icons, scripts, and service names are registered trademarks, trademarks or trade dress of MealNextDoor, Inc. in the U.S. and/or other countries. MealNextDoor's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion. Access and Interference Much of the information on MealNextDoor is updated on a real-time basis and is proprietary or is licensed to MealNextDoor by MealNextDoor's users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access MealNextDoor for any purpose without MealNextDoor's prior express written permission. Additionally, you agree that you will not: 1. Take any action that imposes, or may impose, in MealNextDoor's sole discretion, an unreasonable or disproportionately large load on MealNextDoor's infrastructure 2. Copy, reproduce, modify, create derivative works from, distribute or publicly display any user Content (except for your Content) from the Site without the prior expressed written permission of MealNextDoor and the appropriate third party, as applicable 3. Interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site Breach Without limiting any other remedies, MealNextDoor may, without notice, and without refunding any fees, delay or immediately remove Content, warn MealNextDoor's community of a user's actions, issue a warning to a user, temporarily suspend a user, temporarily or indefinitely suspend a user's account privileges, terminate a user's account, prohibit access to the Site, and take technical and legal steps to keep a user off the Site and refuse to provide services to a user if any of the following apply: MealNextDoor suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a user has breached this Agreement, the Privacy Policy, or other policy documents and community guidelines incorporated herein; MealNextDoor is unable to verify or authenticate any of your personal information or Content; Or MealNextDoor believes that a user is acting inconsistently with the letter or spirit of MealNextDoor's policies, has engaged in improper or fraudulent activity in connection with MealNextDoor or the actions may cause legal liability or financial loss to MealNextDoor's users or to MealNextDoor. Privacy Please refer to MealNextDoor's Privacy Policy. MealNextDoor stores and processes Content on computers located in the United States that are protected by physical as well as technological security. No Warranty IF YOU USE OUR SERVICES, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT MealNextDoor DOES NOT CHECK ANY USERÕS BACKGROUND OR RECORD. MealNextDoor IS A REPUTATION-BASED SYSTEM. TAKE ADVANTAGE OF OTHER USERÕS COMMENTS AND THIRD-PARTY REFERRALS ON SELLERS AND BUYERS. USE COMMON SENSE. BE AWARE AND BE SAFE. OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM, AND YOU WAIVE, ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT (A) OUR SERVICES WILL MEET YOUR REQUIREMENTS; (B) OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) ANY INFORMATION THAT YOU MAY OBTAIN THROUGH OUR SERVICES WILL BE ACCURATE OR RELIABLE; (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OUR SERVICES WILL MEET YOUR EXPECTATIONS; OR (E) ANY ERRORS IN ANY DATA OR SOFTWARE WILL BE CORRECTED. IF YOU ACCESS OR TRANSMIT ANY CONTENT THROUGH THE USE OF OUR SERVICES, YOU DO SO AT YOUR OWN DISCRETION AND YOUR SOLE RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE ARISING OUT OF SUCH ACCESS OR TRANSMISSION. NO DATA, INFORMATION OR ADVICE OBTAINED BY YOU IN ORAL OR WRITTEN FORM FROM US OR THROUGH OR FROM OUR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. Liability Limit IN NO EVENT SHALL MEALNEXTDOOR, AND (AS APPLICABLE) MEALNEXTDOOR'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES OR MEALNEXTDOOR'S SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE, MEALNEXTDOOR'S SERVICES, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES. MEALNEXTDOOR'S LIABILITY, AND (AS APPLICABLE) THE LIABILITY OF MEALNEXTDOOR'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO MEALNEXTDOOR IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. Indemnity YOU AGREE TO INDEMNIFY AND HOLD MEALNEXTDOOR AND (AS APPLICABLE) MEALNEXTDOOR'S PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS' FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR BREACH OF THIS AGREEMENT OR THE DOCUMENTS IT INCORPORATES BY REFERENCE, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY. No Guaranty MealNextDoor does not guarantee continuous, uninterrupted access to the Site, and operation of the Site may be interfered with by numerous factors outside MealNextDoor's control. Legal Compliance You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of MealNextDoor's service and your listing, purchase, solicitation of offers to purchase, and sale of goods. This includes, if you are a seller selling goods on MealNextDoor, abiding by any laws requiring permits and licenses to sell your goods. Reporting Misconduct If you purchase or sell goods to anyone who acted inappropriately, including but not limited to offensive, violent or sexually inappropriate behavior, or who engages in any other disturbing conduct, you must immediately report such person to the appropriate authorities and then to us by contacting us with your police station and report number at support@mealnextdoor.com; provided that your report shall not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you. Jurisdiction and Venue These Terms shall be interpreted in accordance with the laws of the State of California and the United States of America, without regard to conflict-of-law principles. You and we agree to submit to the personal jurisdiction of a state court located in San Francisco County, San Francisco, California or a United States District Court, Northern District of California located in San Francisco, California. Any action brought against MealNextDoor shall be venued in San Francisco Superior Court, San Francisco, California or the United States District Court, Northern District of California located in San Francisco, California. Attorney's Fees The prevailing party in any action brought under this agreement shall be entitled to reasonable attorneyÕs fees and costs. Severability If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties' intention. All remaining provisions of this Agreement shall remain in full force and effect. No Agency You and MealNextDoor are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement. MealNextDoor Service MealNextDoor reserves the right to modify or terminate the MealNextDoor service for any reason, without notice, at any time. MealNextDoor reserves the right to alter these Terms of Use or other Site policies at any time. If the alterations constitute a material change to the Terms of Use, MealNextDoor will notify you via email to the email address in your account. What constitutes a "material change" will be determined at MealNextDoor's sole discretion, in good faith, and using common sense and reasonable judgment. Survival Sections (Fees and Services, Fees and Termination), (Content, License), (Information Control), (Resolution of Dispute and Release), (MealNextDoor's Intellectual Property), (Access and Interference), (Breach), (Privacy), (No Warranty), (Liability Limit), (Indemnity), (No Guaranty), (Severability), (No Agency), (Choice of Law) shall survive any termination or expiration of this Agreement. Notices Except as explicitly stated otherwise, any notices shall be given by email to MealNextDoor at support@mealnextdoor.com or, in your case, to the email address you provide to MealNextDoor (either during the registration process or when your email address changes). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid.