The terms and conditions set forth below apply to use of the FLAVORIT™ mobile software application (the “Mobile Application”) which is owned, operated, licensed, and controlled by FLAVORIT, LLC (“FLAVORIT”).
PLEASE READ THIS AGREEMENT CAREFULLY. THIS AGREEMENT GOVERNS YOUR USE OF THE MOBILE APPLICATION.
1.Acceptance. By using the Mobile Application or registering with the Mobile Application, you, the Mobile Application user, agrees to be bound by the agreement formed by these terms and conditions of use (this “Agreement”). FLAVORIT reserves the right, at its sole discretion, to change, modify, add, or remove portions of this Agreement at any time and without notice. Please check this Agreement periodically for changes. Continued use of the Mobile Application following the posting of changes to this Agreement will mean you have read and accept such changes. You separately acknowledge, agree, represent and warrant that any information provided by you to FLAVORIT is true, accurate, correct, complete, and that this representation is an essential and material provision of this Agreement. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT INSTALL THE APPLICATION.
2.Age Requirement. To register for FLAVORIT programs or use the Mobile Application on your own behalf, you must be at least 18 years of age. If you are at least 13 years of age, but less than 18 years of age, you must present this Agreement to your parent or legal guardian, and he or she must click “AGREE” to enter into this Agreement on your behalf. Children under 13 years of age may not use the Mobile Application, nor may parents or legal guardians register on their behalf. If you are a parent or legal guardian entering this Agreement for the benefit of your child or a child in your legal care, be aware that you are fully responsible for the child's use of the Mobile Application, including all financial charges and legal liability that he or she may incur.
3.Member Accounts, Passwords & Security. Only Registered users may use the Mobile Application. Registered users will receive a password and account designation upon completing the registration process.
If you register with FLAVORIT to create an account (“Account”), you are responsible for maintaining the Account, and are fully responsible for all activities that occur using such Account. You agree to immediately notify FLAVORIT of any unauthorized use of your account or any other breach of security of which you become aware. FLAVORIT shall not be liable for any loss or damage arising from your failure to comply with this Section. You agree to provide true, accurate, current and complete information, including verification that you are thirteen (13) years of age or older and to update your registration information in order to keep such information current. FLAVORIT reserves the right to terminate your Account and access to the Mobile Application if any registration information provided is false, inaccurate or incomplete.
4.Service. FLAVORIT provides services through the Mobile Application that allows users
to rate restaurants, build lists, recommend restaurants with friends and share restaurant recommendations on social networks (the “Service”). You do need an Account to use the Mobile Application.
FLAVORIT is designed to enable users to identify their geographic location.
You acknowledge that the Service allows you to access and use content and services offered by third party service providers (e.g., Twitter, Facebook, etc.) (“Third Party Service Providers”). You must agree to comply with the relevant terms and conditions of any such Third Party Service Provider.
You may not circumvent any technological measure
implemented to restrict the manner in which content may be posted on
FLAVORIT or to regulate the manner in which content (including but not
limited to email) may be transmitted to other users. This prohibition
includes, without limitation, a ban on the use of multiple email
addresses (created via an email address generator or otherwise); the
use of multiple IP addresses (via proxy servers, modem toggling, or
otherwise); circumvention, automation or outsourcing; multiple and/or
fraudulent FLAVORIT accounts, including
FLAVORIT has the right, but not the obligation, to regulate content (which includes but is not limited to postings, text, code, images, video, binary files, ads, accounts, account information, flags, emails, messages and any other user communications (“UGC”)) posted to, stored on or transmitted via FLAVORIT by any user (or any other third party in any manner); to regulate conduct (including but not limited to any authorized or unauthorized access to or use of FLAVORIT) by any user (or any other third party in any manner); and to enforce this Agreement, for any reason and in any manner or by any means that FLAVORIT, in its sole discretion, deems necessary or appropriate (including but not limited to automated and manual screening, blocking, filtering, exclusion from index pages, exclusion from search results, requiring the use of an application programming interface (API), requiring the use of a bulk posting interface, authorization, verification, and the deletion and/or termination of content, accounts and/or all or any use or access). FLAVORIT may, in its sole discretion and without notice, start, stop or modify any regulation or enforcement measures at any time. FLAVORIT action or inaction to regulate content or conduct or to enforce against any potential violation of this Agreement by any user (or any other third party) does not waive FLAVORIT’s right to implement or not implement regulation or enforcement measures with respect to any subsequent or similar content, conduct or potential violation.
You also understand and agree that any action or inaction by FLAVORIT or any of its directors, officers, stockholders, employees, consultants, agents or representatives (collectively, “FLAVORIT Representatives”) to prevent, restrict, redress or regulate content, or to implement other enforcement measures against any content, conduct or potential violation is undertaken voluntarily and in good faith, and you expressly agree that neither FLAVORIT nor any FLAVORIT Representative shall be liable to you or anyone else for any action or inaction to prevent, restrict, redress, or regulate content, or to implement other enforcement measures against any content, conduct or potential violation.
Although FLAVORIT may moderate content and monitor compliance, FLAVORIT makes no representation or warranty that it will stop, cure or prevent any problem, content, conduct or purported violation from occurring or recurring.
5.Intellectual Property Rights.
5.1Trademarks. FLAVORIT is the owner of the following trade names and trademarks: “FAVORIT.” You may not use any of FLAVORIT’s trademarks without express written consent.
5.2Copyright. FLAVORIT is the author of, and owns all right, title and interest in and to, the copyright in the Mobile Application software code, any related materials or documentation, and all copies of the foregoing. You acknowledge and agree that you shall not copy, distribute, publicly display or create any derivative works from the Mobile Application.
& Access. Provided that you are in
compliance with this Agreement, FLAVORIT grants you a limited,
6.1Content. In this Agreement, all content, music, audio,
6.2Access. The words “use” or “using” or “consumer” or “consuming” in this Agreement, means any time any individual, including you, directly or indirectly, with or without the aid of a machine, automated or other device, accesses or attempts to access, interact with, use, display, view, print or copy or use any portion, feature, function or aspect of the Mobile Application, transmit, receive or exchange data or communicate with the Mobile Application, or in any way utilizes, benefits, takes advantage of or interacts with any function, service or feature of the Mobile Application, for any purpose whatsoever. This Agreement does not cover your rights or responsibilities with respect to third party content or mobile applications or any links that may direct your browser, device or connection to third party mobile applications or pages.
Generated Content. FLAVORIT does NOT claim ANY ownership rights
in the text, files, images, photos, audio, video, sounds, musical
works, works of authorship, applications, or any other materials that
you post on or through the FLAVORIT Services (collectively, “UGC”). By
uploading UGC to the Mobile Application or submitting any materials to
FLAVORIT, you automatically grant (or warrant that the owner of such
rights has expressly granted) FLAVORIT a perpetual,
Tip: Remember, you are 100% liable for any of your ratings or anything you post for that matter. We don’t own any of your ratings, but we do have the right to use any of your UGC UNLESS your account is “private.” If you don’t wish to have any of your rating published or used to advertise DO NOT POST!
6.4Advertising. Some of the FLAVORIT Services are supported by advertising revenue and FLAVORIT may display advertisements and promotions, and you hereby agree that FLAVORIT may place such advertising and promotions on the FLAVORIT Services or on, about, or in conjunction with your UGC. The manner, mode and extent of such advertising and promotions are subject to change without specific notice to you.
6.5System Requirements. Use of the Mobile Application, requires Internet access (fees may apply), a mobile device (fees may apply), and may require obtaining updates or upgrades from time to time. Therefore, your ability to use the Mobile Application may be affected by these factors. You acknowledge and agree that such system requirements are exclusively your responsibility. You acknowledge that use of the Mobile Application may require the use of other hardware and software products and that such hardware and software is your responsibility.
6.6Representations & Warranties. You hereby represent and warrant that: (a) no part of this Agreement is or will be inconsistent with any obligation you may have to others; (b) you have the full right and authority to allow you to provide the assignments and rights granted to FLAVORIT herein; (c) you have the full legal authority to upload your Content to the Mobile Application, and (d) you shall not engage in any conduct or post Content that infringes on any copyright, trademark, service mark, trade name, patent, trade secret or other intellectual property or proprietary right or right of publicity or privacy of, or libel, slander, defame or disparage, any third party (“Third Party Rights”).
7. Restrictions on Use. Unless otherwise noted, the Mobile Application, excluding your UGC, is comprised of copyrights, trademarks, trade dress and/or other intellectual property owned, controlled or licensed by FLAVORIT. No Content from FLAVORIT or any Mobile Application owned or controlled by FLAVORIT may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, except with express written consent of FLAVORIT.
7.1 General Restrictions. You shall not commit any of the following acts through your use of this Mobile Application:
(a)transmit any Content that is hateful, or racially, ethnically or otherwise objectionable;
foul language or post links to
(c)transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of unrequested solicitation;
(d)post advertising messages or solicitations, URLs containing a referral code or referral address, or links to businesses or pages with advertising, including “blind” or “hidden” referral links;
(e)post Content that discloses another's personal, confidential or proprietary information;
(f)post Content that is false or fraudulent content;
(g)post Content that contains malicious content (including, without limitation, malware or spyware);
personal data or information about other users in any manner or for any
reason other than the formation or completion of a transaction,
(i)collect, store, use or disseminate personal data or information
about other users in any manner whatsoever, including but not limited
to, solicitation of products or services by mail, telephone or
7.2 Restrictions on use of Content. In the event that you view, display, download or copy any Content from the Mobile Application, you agree to the following restrictions which may be revised by FLAVORIT in its sole and absolute discretion at any time:
(a)using the Mobile Application does not transfer to you any commercial or promotional use rights in and to the Mobile Application or Content;
(b)Content and UGC may be subject to technical copyright protections in addition to the copyright restrictions afforded the copyright owner by law; and
(c)you shall not make any derivative use of Content.
agree that you shall not upload harmful or malicious images, material
or other UGC which may cause damage to the functioning of the Mobile
Application or may render it unavailable for use. You also agree to not
masquerade any other UGC as that required for FLAVORIT’s operations.
You agree to upload
7.4You, and not FLAVORIT, shall remain at all times exclusively responsible for any and all costs or claims arising out of, or related in any way to, any act or omission committed in response to, or suggested by UGC created or uploaded by you or on your behalf, including, but not limited to, suggestions or inducements to engage in any illegal, unsafe, scandalous, obscene, libelous or morally deviant or otherwise inappropriate behavior. You agree that you shall immediately notify FLAVORIT in writing of any claim of infringement, obscenity, incitement, or any other legal action that is brought against you in connection with any UGC. You acknowledge and agree that FLAVORIT shall not be held responsible for comments or remarks posted by users of the Mobile Application.
7.5FLAVORIT shall not be responsible for editing any UGC and you shall have no editorial control over the UGC after its submission. However, FLAVORIT retains the right, in its sole discretion, to delete and/or decline to use any UGC that in FLAVORIT's opinion is illegal, unsafe, scandalous, obscene, libelous, morally deviant and/or otherwise of an inappropriate nature.
8.Violations. In addition to any and all remedies at law or in equity, any intentional violation of this Agreement shall give FLAVORIT the right to immediately suspend or cancel your access to the Mobile Application or Accounts without further liability. Furthermore, you specifically agree that any intentional violation shall result in immediate liability for liquidated damages in the amount of Ten Thousand Dollars ($10,000.00) for breach of contract, in addition to any other remedies available to FLAVORIT at law or in equity.
9. Forums and Other Public Communication. FLAVORIT may provide Forums in connection with the
Mobile Application. “Forum” shall mean a discussion group, chat area,
The Forums shall be used only in a noncommercial manner. You shall not, without FLAVORIT’s express written approval, distribute or otherwise publish any material containing any solicitation of funds, promotion, advertising, or solicitation for goods or services. You specifically acknowledge that soliciting other guests of the Mobile Application for any commercial product or service or other organizations is expressly prohibited.
10. Privacy. It is the policy of
FLAVORIT to respect the privacy of all Mobile Application users.
Therefore, in addition to the privacy of registration data, FLAVORIT
shall not monitor, edit, or disclose the contents of a user’s
11.Term, Termination & Removal of Content.
11.1This Agreement is effective the earlier of (i) the first date
the Mobile Application is accessed by you, or (ii) you click “Accept”
(the “Effective Date”), and shall continue in effect until terminated
by either party. You may terminate this Agreement at any time by
uninstalling the Mobile Application, destroying all materials obtained
from the Mobile Application and all related documentation and all
copies and installations thereof, whether made under this Agreement or
otherwise. If you
11.2FLAVORIT may, at its sole discretion and at any time, discontinue providing access to the Mobile Application, or any part thereof, with or without notice. You agree that any termination of your access to the Mobile Application under any provision of this Agreement may be effected without prior notice. Further, you agree that FLAVORIT shall not be liable to you or to any third party for any termination of your access to the Mobile Application.
11.3UGC may be removed by FLAVORIT from the Mobile Application without prior notice upon the occurrence of any of the following: (a) FLAVORIT receives notice from a copyright claimant that certain UGC has been uploaded illegally or without authorization (a “Copyright Dispute”), (b) FLAVORIT determines in its sole and absolute discretion that UGC is inappropriate or objectionable, or (c) FLAVORIT determines in its sole and absolute discretion that UGC is or may inhibit, obstruct or detrimentally affect the operation of the Mobile Application.
11.4UGC uploaded to the Mobile Application shall remain on the FLAVORIT Services and/or Mobile Application unless removed by FLAVORIT in accordance herewith, and/or requested to be removed by you, in writing. FLAVORIT has no obligation to maintain copies of any UGC for any amount of time. FLAVORIT shall have no liability whatsoever for you inability to access any of your UGC for any reason.
11.5Technical Errors Not a Breach. You acknowledge and agree that the Internet is sometimes unreliable, slow or inactive and that FLAVORIT shall not be responsible for any delays and/or errors in the Mobile Application caused by FLAVORIT’s Internet connection, equipment (including servers) failure, distributors and/or delivery services and/or by Acts of God, and/or any other cause beyond the control of FLAVORIT, nor shall FLAVORIT be responsible for any failure to list the submitted UGC due to transmission errors and/or any other cause beyond the control of FLAVORIT.
12.Jurisdiction. Unless otherwise specified, the materials in this Mobile Application are presented solely for the purpose of promoting content and other products available in the United States, its territories, possessions, and protectorates. The Mobile Application is controlled and operated by FLAVORIT from its offices within the State of Illinois, United States of America. FLAVORIT makes no representation that materials in this Mobile Application are appropriate or available for use in other locations. Those who choose to access this Mobile Application from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
13.Links to and from Outside Mobile Applications and Services. To the extent that this Mobile Application contains links to or from outside services and resources, FLAVORIT does not control the availability and content of those outside services and resources nor is FLAVORIT responsible for examining or evaluating those outside services, and FLAVORIT does not warrant the offerings of any such third party or the content of their sites or applications. We do not assume any responsibility or liability for the actions, products, or content of any third party or any third party site. Any concerns regarding any such service or resource, or any link thereto, should be directed to the particular service or resource.
14.Disclaimer of Warranties. THE MOBILE APPLICATION, CONTENT AND MATERIALS IN THIS MOBILE APPLICATION ARE PROVIDED “AS IS,” “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, FLAVORIT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
FLAVORIT DOES NOT WARRANT THAT THE MOBILE
APPLICATION, CONTENT OR OTHER FUNCTIONS CONTAINED IN THIS MOBILE
APPLICATION WILL BE UNINTERRUPTED OR
FLAVORIT IS NOT RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT OR UGC PUBLISHED ON THE MOBILE APPLICATION, INCLUDING UGC PUBLISHED BY USERS OF THE MOBILE APPLICATION. CONTENT TYPES AND DESCRIPTIONS ARE PROVIDED FOR CONVENIENCE, AND YOU ACKNOWLEDGE AND AGREE THAT FLAVORIT DOES NOT GUARANTEE THEIR ACCURACY. FLAVORIT IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF YOU OR OF ANY USER OF THE MOBILE APPLICATION. FLAVORIT ASSUMES NO RESPONSIBILITY AND SHALL NOT BE LIABLE FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, THE MOBILE APPLICATION. FLAVORIT IS NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT OR SOFTWARE, OR THE FAILURE OF EMAIL ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY MOBILE APPLICATION, INCLUDING INJURY OR DAMAGE TO ANY PERSON'S COMPUTER RELATED TO OR RESULTING FROM PARTICIPATING OR DOWNLOADING MATERIALS IN CONNECTION WITH THE MOBILE APPLICATION.
THE CONTENTS OF THE MOBILE APPLICATION AND ANY INFORMATION PROVIDED HEREIN, SUCH AS TEXT, GRAPHICS, IMAGES, AND OTHER MATERIAL ARE FOR INFORMATIONAL PURPOSES ONLY. THE INFORMATION PROVIDED ON OR THROUGH THE MOBILE APPLICATION IS NOT INTENDED TO BE A SUBSTITUTE FOR PERSONAL, PROFESSIONAL ADVICE, DIAGNOSIS, OR TREATMENT. RELIANCE ON ANY INFORMATION PROVIDED BY FLAVORIT EMPLOYEES, CONTRACTORS, VENDORS OTHERS APPEARING ON THE MOBILE APPLICATION AT THE INVITATION OF FLAVORIT, OR OTHER VISITORS TO THE MOBILE APPLICATION IS SOLELY AT YOUR OWN RISK.
15.LIMITATION OF LIABILITY. IN NO EVENT SHALL FLAVORIT BE
LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE OR ANY SPECIAL, EXEMPLARY,
PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER
BASED IN CONTRACT, TORT OR OTHERWISE, WHICH ARISES OUT OF OR IS ANY WAY
CONNECTED WITH (I) ANY USE OF THE SERVICE, THE MOBILE APPLICATION OR
THE CONTENT, (II) ANY FAILURE OR DELAY (INCLUDING, BUT NOT LIMITED TO,
THE USE OR INABILITY TO USE ANY COMPONENT OF THE SERVICES OR THE MOBILE
APPLICATION), OR (III) THE PERFORMANCE OR
16.Indemnity. You shall indemnify, defend and hold harmless FLAVORIT, its officers, directors, owners, members, employees and agents (“Indemnified Parties”), from and against any and all liabilities, claims, costs, assessments, fees or expenses of any kind, including without limitation defense costs and reasonable attorneys’ fees arising from or related in any way to: a) any claim which, if proved, would breach any warranty, representation of you; b) your breach of any term or condition of this Agreement, and c) any and all Third Party Claims arising out of any UGC submitted by you or transmitted through the Mobile Application by you.
17. Copyrights and Copyright Agents. If you believe that your work has been copied in a way that constitutes copyright infringement or that your intellectual property rights have been otherwise violated, please provide FLAVORIT’s Copyright Agent the following information:
(a)an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
(b)a description of the copyrighted work or other intellectual property that you claim has been infringed;
(c)a description of where the material that you claim is infringing is located on the site;
(d)your address, telephone number, and email address;
(e)a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(f)a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
FLAVORIT’s Agent for Notice of claims of copyright or other intellectual property infringement:
2124 West Division Street, Suite 5 Chicago, IL 60622
By email: email@example.com
18. Governing Law & Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois. You agree that any action at law or in equity arising out of or relating to this Agreement shall be litigated only in the state or federal courts located in Cook County in the State of Illinois and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. The parties hereby irrevocably consent to service of process in connection with any controversy by the mailing thereof by registered mail or certified mail, postage prepaid to the respective parties at their respective addresses set forth in or designated pursuant to this Agreement. Our failure to enforce any provision of this Agreement at any time for any period or to respond to a breach by you or others shall not constitute a waiver of our right to enforce any other provision of this Agreement as to that breach or any other. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.