FOODHUB TERMS OF USE
1. ACCEPTANCE OF TERMS
FoodHub provides a collection of online resources, including food producer and buyer directories, forums, posting/listing tools, and various email services, (referred to hereafter as "the Service") subject to the following Terms of Use ("TOU"). By using the Service in any way, you are agreeing to comply with the TOU. In addition, when using particular FoodHub services, you agree to abide by any applicable posted guidelines for all FoodHub services, which may change from time to time.
Should you object to any term or condition of the TOU, any guidelines, or any subsequent modifications thereto or become dissatisfied with FoodHub in any way, your primary recourse is to immediately contact FoodHub at meet@food-hub.org and/or discontinue use of FoodHub.
FoodHub has the right, but is not obligated, to strictly enforce the TOU through self-help, community moderation, active investigation, litigation and prosecution.
2. FEES FOR USE OF FOODHUB
Maintaining an active FoodHub profile (or “membership”) costs $100 per user profile per year. Fees are collected electronically via our secure Paypal account the day you complete the FoodHub registration process. Your FoodHub account is considered paid for one year from the date you registered. You have to renew each year.
You can cancel your membership at any time by sending an email to meet@food-hub.org with instructions to remove your profile from FoodHub. FoodHub does not offer refunds for any reason. There is no trial membership period. From time to time FoodHub offers special discounts or promotions, the details of which are defined on a case by case basis.
We assume you are representing your own business and your own products and take full responsibility for the info and the products that you might sell or buy as a result of your participation in FoodHub. FoodHub does not sell any products. FoodHub offers membership services that include, but are not limited to, creation of on-line business profiles, search and discovery functionality, message center and ability to post to the marketplace and otherwise market yourself, your business or your products to a wide range of potential customers.
We make no guarantees about products nor about the information provided by other people being correct, as provided elsewhere in this TOU.
3. MODIFICATIONS TO THIS AGREEMENT
We reserve the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Modifications of the TOU involving subscription, or other fees, shall only be made after providing 30 days notice to subscribers. Non-fee based modifications shall become effective immediately upon the posting thereof. You must review this agreement on a regular basis to keep yourself apprised of any changes. You can find the most recent version of the TOU at http://www.food-hub.org/pages/terms-and-privacy.
4. CONTENT
You understand that all postings, messages, text, files, images, photos, video, sounds, or other materials ("Content") posted on, transmitted through, or linked from the Service, are the sole responsibility of the person from whom such Content originated. More specifically, you are entirely responsible for each individual item ("Item") of Content that you post, email or otherwise make available via the Service. FoodHub makes best efforts to educate users on accurate postings and use of FoodHub services. You understand that FoodHub does not control, and is not responsible for Content made available through the Service, and that by using the Service, you may be exposed to Content that is inaccurate or misleading.
Furthermore, the FoodHub site and Content available through the Service may contain links to other websites, which are completely independent of FoodHub. FoodHub makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such site. Your linking to any other websites is at your own risk. You agree that you must evaluate, and bear all risks associated with, the use of any Content, that you may not rely on said Content, and that under no circumstances will FoodHub be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Service. You acknowledge that FoodHub does not pre-screen or approve Content, but that FoodHub shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is available via the Service, for violating the letter or spirit of the TOU or for any other reason.
5. THIRD PARTY CONTENT, SITES, AND SERVICES
The FoodHub site and Content available through the Service may contain features and functionalities that may link you or provide you with access to third party content which is completely independent of FoodHub, including web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole.
Your interactions with organizations and/or individuals found on or through the Service, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties.
You agree that FoodHub shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. If there is a dispute between participants on this site, or between users and any third party, you understand and agree that FoodHub is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release FoodHub and Ecotrust, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or our service. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."
6. SITES LINKING TO THIS SITE
If you would like to link another Web site to this site, you may only do so if you obtain Ecotrust’s prior permission. Such link may not suggest or imply Ecotrust's endorsement or approval of any product, position, entity, or individual, or portray Ecotrust in a false, misleading, derogatory or otherwise defamatory manner, and the linking site may not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. Any right to link may be revoked at any time. You may not use the Ecotrust logo or other proprietary graphic of Ecotrust to link to the site without the express written permission of Ecotrust. Further, you may not frame the site without Ecotrust's express written consent.
7. PRIVACY AND INFORMATION DISCLOSURE
FoodHub has established a Privacy Policy to explain to users how their information is collected and used. Please scroll down to find the Policy at the bottom of this page.
Your use of the FoodHub website or the Service signifies acknowledgement of and agreement to our Privacy Policy. You further acknowledge and agree that FoodHub may, in its sole discretion, preserve or disclose your Content, as well as your information, such as email addresses, IP addresses, timestamps, and other user information, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: comply with legal process; enforce the TOU; respond to claims that any Content violates the rights of third-parties; respond to claims that contact information (e.g. phone number, street address) of a third-party has been posted or transmitted without their consent or as a form of harassment; protect the rights, property, or personal safety of FoodHub, its users or the general public.
8. SECURITY
This site has security measures in place to protect the loss, misuse and alteration of the information under our control. However, your confidential use of this site cannot be guaranteed by Ecotrust. Ecotrust shall not be responsible for any harm that you or any person may suffer as the result of a breach of confidentiality with respect to information you transmitted to the site.
9. ACCURACY OF INFORMATION
Ecotrust does not have the capacity to verify all of the information on FoodHub. Therefore, we can make no warranties with respect to the information its members provide. We rely on those who use and contribute to FoodHub to keep it as accurate and up-to-date as possible.
10. ACCOUNT REGISTRATION AND SECURITY
You may need to create an account to access some features or areas of this site. When creating your account, you must provide accurate and complete information. You are solely responsible for any and all uses of your account, and you must keep your password secure. You may never use the account of another user. You must notify Ecotrust immediately if you suspect any unauthorized use of your account. Although Ecotrust will not be liable for any unauthorized use of your account, you may be liable for the losses of Ecotrust or others due to such unauthorized use.
11. CONDUCT
You agree not to post, email, or otherwise make available Content:
- a) that is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, invasive of another's privacy, or is harmful to minors in any way;
- b) that includes personal or identifying information about another person without that person's explicit consent;
- c) that is false, deceptive, misleading, deceitful, misinformative, or constitutes "bait and switch";
- d) that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or Content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
- e) that constitutes or contains any form of advertising or solicitation if: posted in areas of the FoodHub sites which are not designated for such purposes; or emailed to FoodHub users who have not indicated in writing that it is ok to contact them about other services, products or commercial interests.
- f) that includes links to commercial services or web sites, except as allowed in "services";
- g) collect personal data about other users for commercial or unlawful purposes;
- h) use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Service - unless expressly permitted by FoodHub;
- i) attempt to gain unauthorized access to FoodHub's computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service or the FoodHub website; or
- j) use any form of automated device or computer program that enables the submission of postings on FoodHub without each posting being manually entered by the author thereof (an "automated posting device"), including without limitation, the use of any such automated posting device to submit postings in bulk, or for automatic submission of postings at regular intervals.
12. POSTING AGENTS
A "Posting Agent" is a third-party agent, service, or intermediary that offers to post Content to the Service on behalf of others. To moderate demands on FoodHub's resources, you may not use a Posting Agent to post Content to the Service without express permission or license from FoodHub. Correspondingly, Posting Agents are not permitted to post Content on behalf of others, to cause Content to be so posted, or otherwise access the Service to facilitate posting Content on behalf of others, except with express permission or license from FoodHub.
13. NO SPAM POLICY
You understand and agree that sending unsolicited email advertisements to FoodHub email addresses or through FoodHub computer systems is expressly prohibited by these Terms and will use or cause to be used servers located in Oregon potentially to violate state and/or federal law. Any unauthorized use of FoodHub computer systems is a violation of these Terms and certain federal and state laws, including, without limitation, the Computer Fraud and Abuse Act (18 U.S.C. § 1030 et seq). Such violations may subject the sender and his or her agents to civil and criminal penalties.
14. PAID POSTINGS
We may charge a fee to post Content in some areas of the Service. The fee is an access fee (in addition to any other relevant fees or subscription charges) permitting Content to be posted in a designated area. Each party posting Content to the Service is responsible for said Content and compliance with the TOU. All fees paid will be non-refundable in the event that Content is removed from the Service for violating the TOU.
15. LIMITATIONS ON SERVICE
Subject to the benefits provided in your user/subscription agreement, you acknowledge that FoodHub may establish limits concerning use of the Service, including the maximum number of days that Content will be retained by the Service, the maximum number and size of postings, email messages, or other Content that may be transmitted or stored by the Service, and the frequency with which you may access the Service. You agree that FoodHub has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. You acknowledge that FoodHub reserves the right at any time to modify or discontinue the Service (or any part thereof) with or without notice. FoodHub explicitly limits its liability for any modification, suspension or discontinuance of the Service to the pro-rated period of subscription fees paid for which no service shall be provided as a result of the suspension of Service.
16. ACCESS TO THE SERVICE
FoodHub grants you a limited, revocable, nonexclusive license to access the Service for your own personal use. This license does not include: (a) access to the Service by Posting Agents; or (b) any collection, aggregation, copying, duplication, display or derivative use of the Service nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted by FoodHub.
Use of the Service beyond the scope of authorized access granted to you by FoodHub immediately terminates said permission or license. In order to collect, aggregate, copy, duplicate, display or make derivative use of the the Service or any Content made available via the Service for other purposes (including commercial purposes) not stated herein, you must first obtain a license from FoodHub.
17. TERMINATION OF SERVICE
You agree that FoodHub, in its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of the Service (or any part thereof), immediately and without notice, and remove and discard any Content within the Service, for any reason, including, without limitation, if FoodHub believes that you have acted inconsistently with the letter or spirit of the TOU. Further, you agree that FoodHub shall not be liable to you or any third-party for any termination of your access to the Service in the case of your violation of the TOU. Further, you agree not to attempt to use the Service after said termination. Sections 2, 4, 6, 11 and 15-23 shall survive termination of the TOU.
18. PROPRIETARY RIGHTS
The Service is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Service is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Any reproduction, modification, creation of derivative works from or redistribution of the site or the collective work, and/or copying or reproducing the sites or any portion thereof to any other server or location for further reproduction or redistribution is prohibited without the express written consent of FoodHub. You further agree not to reproduce, duplicate or copy Content from the Service without the express written consent of FoodHub, and agree to abide by any and all copyright notices displayed on the Service. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Service. FOODHUB is a registered mark in the U.S. Patent and Trademark Office.
Although FoodHub does not claim ownership of content that its users post, by posting Content to any public area of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to FoodHub an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content, and to grant and authorize sublicenses (through multiple tiers) of the foregoing. Furthermore, by posting Content to any public area of the Service, you automatically grant FoodHub all rights necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Content on the Service by any party for any purpose.
19. DISCLAIMER OF WARRANTIES
YOU AGREE THAT USE OF THE FOODHUB SITE AND THE SERVICE IS ENTIRELY AT YOUR OWN RISK. THE FOODHUB SITE AND THE SERVICE ARE PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, FOODHUB DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE FOODHUB SITE AND THE SERVICE. TO THE FULLEST EXTENT PERMITTED BY LAW, FOODHUB DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE FOODHUB SITE OR THE SITES OR SERVICE, OR ACCESSED THROUGH ANY LINKS ON THE FOODHUB SITE. TO THE FULLEST EXTENT PERMITTED BY LAW, FOODHUB DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE FOODHUB SITE OR THE SERVICE. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.
20. LIMITATIONS OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL FOODHUB BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF FOODHUB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE FOODHUB SITE OR THE SERVICE, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE FOODHUB SITE OR THE SERVICE, FROM INABILITY TO USE THE FOODHUB SITE OR THE SERVICE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE FOODHUB SITE OR THE SERVICE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE FOODHUB SITE OR THE SERVICE OR ANY LINKS ON THE FOODHUB SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE FOODHUB SITE OR THE SERVICE OR ANY LINKS ON THE FOODHUB SITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitation may not apply to you.
21. INDEMNITY
You agree to indemnify and hold FoodHub and Ecotrust, its officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Service, your use of the Service, your violation of the TOU, your breach of any of the representations and warranties herein, or your violation of any rights of another.
22. GENERAL INFORMATION
The TOU constitute the entire agreement between you and FoodHub and govern your use of the Service, superceding any prior agreements between you and FoodHub. The TOU and the relationship between you and FoodHub shall be governed by the laws of the State of Oregon without regard to its conflict of law provisions. You and FoodHub agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Multnomah, Oregon. The failure of FoodHub to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOU must be filed within one (1) year after such claim or cause of action arose or be forever barred.
23. VIOLATION OF TERMS AND LIQUIDATED DAMAGES
Please report any violations of the TOU, by flagging the posting(s) for review, or by emailing meet@food-hub.org.
Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
You understand and agree that, because damages are often difficult to quantify, if it becomes necessary for FoodHub to pursue legal action to enforce these Terms, you will be liable to pay FoodHub the following amounts as liquidated damages, which you accept as reasonable estimates of FoodHubs' damages for the specified breaches of these Terms:
- a. If FoodHub establishes limits on the frequency with which you may access the Service, or terminates your access to or use of the Service, you agree to pay FoodHub one hundred dollars ($100) for each message posted in excess of such limits or for each day on which you access FoodHub in excess of such limits, whichever is higher.
- b. If you send unsolicited email advertisements to FoodHub email addresses or through FoodHub computer systems, you agree to pay FoodHub twenty five dollars ($25) for each such email.
- c. If you post Content in violation of the TOU, other than as described above, you agree to pay FoodHub one hundred dollars ($100) for each Item of Content posted. In its sole discretion, FoodHub may elect to issue a warning before assessing damages.
- d. If you are a Posting Agent that uses the Service in violation of the TOU, in addition to any liquidated damages under clause (c), you agree to pay FoodHub one hundred dollars ($100) for each and every Item you post in violation of the TOU. A Posting Agent will also be deemed an agent of the party engaging the Posting Agent to access the Service (the "Principal"), and the Principal (by engaging the Posting Agent in violation of the TOU) agrees to pay FoodHub an additional one hundred dollars ($100) for each Item posted by the Posting Agent on behalf of the Principal in violation of the TOU.
- e. If you aggregate, display, copy, duplicate, reproduce, or otherwise exploit for any purpose any Content (except for your own Content) in violation of these Terms without FoodHub's express written permission, you agree to pay FoodHub three thousand dollars ($3,000) for each day on which you engage in such conduct.
Otherwise, you agree to pay FoodHub's actual damages, to the extent such actual damages can be reasonably calculated. Notwithstanding any other provision of these Terms, FoodHub retains the right to seek the remedy of specific performance of any term contained in these Terms, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in these Terms, or any combination thereof.
24. FEEDBACK
We welcome your questions and comments on this document. Please use the Feedback button at left to share any thoughts.
