Terms & Conditions

END USER LICENSE AGREEMENT

IMPORTANT – READ CAREFULLY. YOUR USE OF ANY DOWNLOADABLE SOFTWARE PRODUCTS, FEATURES OR SERVICES AVAILABLE ON OR THROUGH THE SAFE EATS WEBSITE OR MOBILE APPLICATION(S) IS CONDITIONED UPON YOUR COMPLIANCE WITH, AND ACCEPTANCE OF, THE FOLLOWING AGREEMENT. YOU ACKNOWLEDGE AND AGREE THAT BY CLICKING ON THE ACCEPT BUTTON OR SIMILAR BUTTONS OR LINKS AS MAY BE DESIGNATED BY THE OWNER TO SHOW THESE TERMS AND/OR TO INSTALL THE SOFTWARE, YOU ARE ENTERING INTO A LEGALLY BINDING CONTRACT. YOU WILL NOT BE PERMITTED TO USE THE SAFE EATS WEBSITE MOBILE APPLICATION AND THE ASSOCIATED SERVICES UNLESS AND UNTIL YOU ACCEPT THIS AGREEMENT AND ANY OTHER RULES OR POLICIES THAT THE OWNER MAY CREATE AND MAKE AVAILABLE ON THIS WEBSITE FROM TIME TO TIME.

You represent and warrant that you are authorized to enter into this Agreement on behalf of yourself and/or the entity that you purport to represent and you agree your registration data is current, complete, and accurate. This Agreement will commence on the date that you complete access the “member” section of the Website or installation of the Mobile Application (the “Effective Date”).

1. DEFINITIONS.

1.1 “Content” means any content, including but not limited to photographs, caricatures, illustrations, designs, icons, articles, text, audio clips and video clips.

1.2 “Partner Company” means a company that provides the Content, Mobile Application and/or associated Services by way of a co-branded or private label mobile application or website.

1.3 “Mobile Application “ means designed to enable the User to obtain information related to certain potential community health issues.

1.4 “Owner” means Safe Eats, Inc., that owns the Mobile Application and operates the Mobile Application and Website. Owner may also be referred to herein as “SEI.”

1.5 “Software” means the Mobile Application and any associated delivery method for the Content, including, but not limited to, the Website.

1.6 “User” refers to a person or entity that has downloaded the Mobile Application.

1.7 “Website” refers to any website owned or managed by Owner which delivers content similar to and in conjunction with the Mobile Application. Any reference to the Mobile Application herein shall likewise be deemed to refer to the Website.

2. DELIVERY OF SOFTWARE/SUBSCRIPTION. You will download and install the Mobile Application from the Apple App Store (for iPhone/iPad use) or the Google Store (for Android device use). During the term, SEI may, in its sole discretion, notify you that it has released an updated version of the Mobile Application (the “Updated Software”). Upon your receipt of such notification, you agree to download the Updated Software and to use the Updated Software instead of the prior version. Any Updated Software will also be considered “Software” for purposes of this Agreement. Prior to accessing any Content on the Mobile Application, you shall be required to create an account for each User on the Mobile Application and subscribe to receive Content. The subscription shall be a charged on a monthly basis via SEI’s payment processor as detailed in the SEI Terms and Conditions.

3. FUNCTION; SUBMISSION; PRIVACY : As a User, you may access the Software’s Content (including electronic documents) and access the “chat” function, which will allow you to discuss certain community health and wellness issues with a SEI agent. The statements of any SEI Agent in the “chat” function is for informational purposes only and is not intended and not given as medical advice. You are not allowed to rely on such information for any medical purpose whatsoever. You are required to contact a medical professional for advice or treatment regardless of any communication from SEI or the App. You will not be granted access to any on-call medical professionals (nurses, physicians, etc.) or real-time information. Your use of the Content is at your own risk and is provided for informational purposes only. Any private information presented to SEI by the User is subject to the Privacy Policy. SEI shall not be responsible for any private information protected under the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and does not collect or store such information. Any information provided to it from a User which is HIPAA protected shall subject the User to provide a full indemnity and defense to SEI in the event such information is disseminated or otherwise used in any manner contrary to HIPAA.

4. LICENSE. SEI hereby grants to you a royalty-free, nonexclusive, non-transferable internal use license under copyright to use, display, execute, and perform the Software during the term of this Agreement for the sole purpose of reviewing Content provided by SEI pursuant to this Agreement. You agree that you will not (a) reproduce, modify, distribute, transfer, disclose, or make available to any third party any portion of the Software (or any related user manuals, documentation, screenshots or prints) in any form; (b) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; or (c) publish any performance or benchmark tests or analyses relating to the Software or the use thereof. Notwithstanding the foregoing, decompiling the Software is permitted to the extent the laws of the jurisdiction where you are located give you the right to do so to obtain information necessary to render the Software interoperable with other software; provided, however, that you must first request such information from SEI and SEI may, in its discretion, either provide such information to you or impose reasonable conditions, including reasonable fees, on such use of the Software to ensure that SEI’s proprietary rights in the Software are protected.

5. TITLE. SEI shall retain all right, title and interest in the Software, the Mobile Application and in all intellectual property rights therein. No license or other rights of any kind are granted or conveyed except for the limited internal license expressly provided herein. You shall not offer, loan, transfer, encumber, sell or otherwise dispose of the Software to any third party without having received prior written authorization from SEI. If you do so, the transfer will be deemed void.

6. TERMINATION. This Agreement and the licenses granted hereunder shall terminate immediately if you breach any term or condition hereof. In the event of a termination of this Agreement, (a) those sections that by their nature are intended by the parties to survive shall survive and continue in effect to the extent necessary to protect the rights of the parties and you shall cease all use of the Software.

7. DISCLAIMER OF WARRANTIES RELATED TO SOFTWARE. YOU ACKNOWLEDGE THAT THE SOFTWARE PROVIDED MAY CONTAIN BUGS AND ERRORS. THE SOFTWARE PROVIDED TO YOU “AS IS” AND ANY USE OF THE SOFTWARE IS AT YOUR OWN RISK. TO THE EXTENT LEGALLY PERMITTED UNDER THE APPLICABLE LAW, SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES HEREBY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

8. DISCLAIMER OF WARRANTIES RELATED TO CONTENT . YOU ACKNOWLEDGE THAT THE CONTENT IS FOR INFORMATIONAL PURPOSES ONLY AND NEITHER SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES NOR ITS PRINCIPALS, OWNERS, AGENTS, ATTORNEYS, ADVISORS, ETC. HAVE MADE ANY WARRANTY OR GUARANTY TO YOU REGARDING THE ACCURACY, EFFECTIVENESS OR RELIABILITY OF ANY CONTENT PROVIDED VIA THE SOFTWARE OR THAT SUCH CONTENT IS A SUBSTITUTE FOR MEDICAL ADVICE OR ASSISTANCE. ALL CONTENT IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED BY SEI TO BE UTILIZED OR RELIED UPON BY YOU AS A REPLACEMENT FOR MEDICAL ADVICE, ADVICE/RESULTS OF APPLICABLE HEALTH DEPARTMERS, ETC. FURTHERMORE, THE CONTENT SHOULD NOT BE RELIED UPON AS ANY EXPERT OPINION RELATED TO THE EXISTENCE OR NON-EXISTENCE OF ANY HEALTH AND SAFETY VIOLATION OR ENDORSEMENT OF ANY KIND BY SEI. INFORMATION ON WHICH THE CONTENT IS BASED CHANGES FREQUENTLY AND MAY NOT BE UPDATE TO DATE ON THE MOBILE APPLICATION. YOU ACKNOWLEDGE THAT YOUR USE, INTERPRETATION AND APPLICATION OF THE CONTENT IS AT YOUR OWN RISK. SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES REQUIRE YOU TO SEEK PROFESSIONAL MEDICAL ATTENTION OR ADVICE FOR ANY TOPIC FOR WHICH YOU UTILIZE THE SOFTWARE. SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES HEREBY DISCLAIM ANY WARRANTY, EXPRESS, IMPLIED OR STATUTORY, REGARDING ANY INFORMATION, STATEMENTS, THOUGHTS, PRACTICES, ETC. PROVIDED TO YOU AS CONENT VIA THE SOFTWARE. YOU EXPRESSLY WAIVE ANY RIGHT OR CLAIM YOU MAY HAVE OR ANY THIRD-PARTY MAY HAVE THROUGH YOU AGAINST SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED RELATED TO YOUR USE OF THE SOFTWARE, THE CONTENT OR ITS APPLICATION.

9. LIMITATION OF LIABILITY. YOU AGREE THAT TO THE EXTENT LEGALLY PERMITTED UNDER THE APPLICABLE LAW, SEI SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOU, YOUR CUSTOMERS, YOUR EMPLOYEES, YOUR CONTRACTORS, YOUR AFFILIATES OR ANY THIRD PARTIES CAUSED BY FAILURE OF THE SOFTWARE TO FUNCTION, THE CONTENT, THE INTERPRETATION OF THE CONTENT, ANY FAILURE TO SEEK PROFESSIONAL MEDICAL ATTENTION OR ADVICE, OR ANY OTHER ACT OR OMISSION OF YOU IN RELATION TO THE SOFTWARE. IT IS THE EXPRESS INTENT HEREOF THAT THE SOFTWARE, THE CONTENT AND THE INFORMATION PROVIDED THEREBY IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT BIND SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES IN ANY WAY TO ANY DAMAGES RELATED THERETO. FURTHERMORE, IN NO EVENT WILL SEI BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, COST OF SUBSTITUTE GOODS, LOST DATA OR BUSINESS INTERRUPTION) IN CONNECTION WITH THE USE OF THE SOFTWARE, THE CONTENT OR IN CONNECTION WITH ANY OTHER CLAIM ARISING FROM THIS AGREEMENT, EVEN IF SEI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF SEI ARISING FROM OR RELATING TO THIS AGREEMENT AND THE SOFTWARE, REGARDLESS OF THE FORM OF ACTION OR CLAIM (E.G., CONTRACT, WARRANTY, TORT, STRICT LIABILITY, NEGLIGENCE, FRAUD OR OTHER LEGAL THEORY) IS LIMITED TO THE AMOUNTS PAID BY YOU TO SEI DURING THE THREE (3) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO LIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

10. CONFIDENTIALITY. SEI considers the Software, the Content and any technical information, evaluation or reports supplied to you to be proprietary, and you agree to treat the Software as confidential material in a manner no less protective than you use to protect your own similar assets, but in no event will you use less than reasonable care to protect the Software. Except as provided herein, you agree not to permit any third party access to the Software or Mobile Application without a Subscription, nor grant access to any materials generated by SEI or posted on the Mobile Application without SEI’s prior written approval.

11. GENERAL PROVISIONS.

11.1 Feedback. In the event that you provide Company with feedback regarding the use, operation or functionality of the Software (“Feedback”), including but not limited to information about operating results, known or suspected bugs, errors or compatibility problems, or desired features, you hereby assign to SEI all rights in the Feedback and agree that SEI shall have the right to use the Feedback and related information in any manner it deems appropriate.

11.2 Governing Law, Venue and Arbitration. This Agreement shall be governed by the laws of the State of without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You and SEI agree to submit to the jurisdiction of, and agree that venue is proper in, the state courts located in New York, New York (USA) and the federal courts located in the Southern District of New York (USA) in such legal action or proceeding. The application of the United Nations Convention on the International Sale of Goods is hereby expressly excluded. Any claim or dispute (excluding claims for injunctive or other equitable relief as set forth below) in connection with this Agreement where the total amount of the award sought is less than five thousand U.S. Dollars (US$ 5,000.00) may be resolved in a cost effective manner through binding non-appearance-based arbitration, at the option of the party seeking relief. Such arbitration shall be initiated through an established alternative dispute resolution provider ( “ADR Provider”) that offers arbitration as set forth in this section and under the rules of such ADR Provider, except to the extent such rules are in conflict with this Agreement. The party demanding arbitration will propose an ADR Provider and the other party shall not unreasonably withhold consent to use such ADR Provider. The ADR Provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) all arbitration proceedings shall be held in English; c) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and d) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Each party shall bear its own costs (including attorney fees) and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the ADR Provider. You acknowledge that any breach of this Agreement by you would cause irreparable injury to SEI for which monetary damages would not be an adequate remedy and, therefore, SEI will be entitled to seek injunctive relief (including specific performance) in any court of competent jurisdiction.

11.3 Severability; Language. If any provision of this Agreement is found to be invalid or unenforceable, such provision will be changed and interpreted to accomplish the objectives to the greatest extent possible under any applicable law and the remaining provisions will continue in full force and effect. The parties of this Agreement have expressly required that the present Agreement be drawn up in the English language.

11.4 No Assignment. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without SEI’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of this Agreement shall be binding upon assignees.

11.5 Export. You agree not to export, directly or indirectly, the Software, any U.S. technical data acquired from SEI, or any products utilizing such data to countries outside the United States, which export may be in violation of the United States export laws or regulations.

11.6 Waiver. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

11.7 Entire Agreement. This Agreement including the SEI Terms and Conditions and the Privacy Policy, which are hereby incorporated by reference, is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, will be effective unless in writing and signed by the party to be charged (which, in the case of the SEI, shall require the signature of a duly authorized officer of the SEI).

11.8 Trademarks. “Safe Eats” and the Safe Eats logo are all trademarks of Safe Eats, Inc.

11.9 Copyright . All content hosted on the Mobile Application is owned by SEI or the copyright holder and is used by SEI with permission. Any unauthorized use, transmission or reproduction without the express written permission of SEI and the copyright holder is expressly prohibited.

TERMS AND CONDITIONS

Safe Eats, Inc., through the Mobile Application, provides Users specific content, information and related statements regarding restaurant information and publicly available inspection results (referred to as “Content” as applicable in these Terms and Conditions and other user policies). The services offered by SEI (“SEI”, “us” or “we”) include the Content and the Mobile Application for your app-enabled mobile device or Website (referred to herein collectively as the “App”) or computer and any other features, content, or services offered from time to time by SEI in connection with the App or the Website (collectively, the “Services”).

This Terms and Conditions Agreement (“Agreement”) sets forth the legally binding terms for your use of the Services. By using the Services, you agree to be bound by this Agreement as a User.

BY ACCESSING THE APP AND THE CONTENT AND SERVICES OFFERED ON THE APP, YOU AGREE TO FOLLOW AND BE BOUND BY THESE TERMS AND CONDITIONS AND THE SEI PRIVACY POLICY WHICH ARE HEREBY INCORPORATED BY REFERENCE. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS AND THE PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THE APP AND THE CONTENT OR SERVICES OFFERED VIA THE APP.

You represent and warrant that you are authorized to enter into this Agreement on behalf of yourself and/or the entity that you purport to represent.

Additional Terms. In order to participate in or receive certain Services, you may be required to download software or content and/or agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions applicable to the Services in which you choose to participate or that you choose to receive, those additional terms are hereby incorporated into this Agreement. To the extent there is a conflict between the terms in this Agreement and the terms and conditions posted for a specific area of the App or in connection with a Service, the latter shall have precedence with respect to your use of that area of App or Service.

Amendments. SEI may modify this Agreement from time to time and such modification shall be effective: (1) for Users who first use the Services after the posting, upon posting by SEI, (2) for existing Users, thirty (30) days after posting by SEI, or (3) for existing Members, if the modifications to the Agreement are material, thirty (30) days after SEI sent an e-mail containing a notification of such modifications and the continued use of the Services by the User thereafter, which shall constitute the User’s acceptance of the amended Agreement. If you do not agree to the modification, you must cease your use of the Services.

1. Eligibility. By using the Services, you represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are thirteen (13) years of age or older; and (d) your use of the Services does not violate any applicable law or regulation. Your SEI Account (the “Account”) may be deleted without warning if we believe that you are younger than thirteen (13). By registering for an Account, you consent to receive any and all communications (via email, push notification, standard mail, facsimile, etc.) from SEI, its parents, subsidiaries or affiliated entities.

2. Term. This Agreement shall remain in full force and effect while you use the Services or are a registered User. You may delete your Account at any time, for any reason by following the instructions on the App. SEI MAY TERMINATE YOUR ACCOUNT AT ANY TIME AND FOR ANY REASON, EFFECTIVE UPON SENDING NOTICE TO YOU AT THE THEN-CURRENT E-MAIL ADDRESS IN YOUR ACCOUNT PROFILE. Even after any termination, the terms of this Agreement will remain in effect. You understand that termination of this Agreement and your Account involves deletion of your SEI profile information from our live databases. SEI will not have any liability whatsoever to you for any termination of your Account or related deletion of your information.

3. Fees. You acknowledge that SEI reserves the right to charge for Services and to change its fees from time to time in its discretion, upon posting by SEI in the App. Upon using the Services, you will be responsible for the payment of any applicable fees, and shall pay such fees to SEI as set forth in the App, which may utilize third-party services (Smooch, Stripe, etc.) for the collection and processing of such Fees. Fees will be charged on a monthly basis until your account is cancelled or terminated.

4. Conditions of Use.

4.1 Eligibility; Credit Card Terms. To utilize the App, you must be at least eighteen (18) years of age or the applicable age of majority in your jurisdiction. You will be required to give to SEI’s payment processor a valid credit card number (VISA, MasterCard, American Express or any other issuer then acceptable by such processor) and associated payment information including all of the following: (i) your name as it appears on the card, (ii) the credit card type, (iii) the date of expiration of your credit card, (iv) billing address, and (v) any activation numbers or codes needed to charge your card. SEI currently does not accept cash, checks or any other payment form, although in the future we may change this policy. Your credit card issuer agreement governs your use of your designated credit card, and you must refer to that agreement and not this Agreement to determine your rights and liabilities as a cardholder. You agree that no additional notice or consent is required before SEI’s payment processor invoices the credit card for all amounts then due and payable. By providing SEI’s payment processor with your credit card number and associated payment information, you agree that SEI’s payment processor is authorized to immediately invoice your account for all fees and charges then due and payable to SEI, including any recurring monthly Fees. You agree to immediately notify SEI and its payment processor of any change in your billing address or the credit card used for payment hereunder. SEI reserves the right, at any time, to change its prices and billing methods either immediately upon posting in the App or by e-mail delivery to you.

4.2 Fees and Charges. You agree to pay all fees and charges incurred in connection with your Account (including any taxes which may be imposed on such charges) at the rates in effect when the charges were incurred.

4.3 Disputes. You must notify us in writing within seven (7) days after receiving your credit card statement, if you dispute any of our charges on that statement, or such dispute will be deemed waived. Billing disputes should be notified to the following address: Safe Eats, Inc., 181 West 10th Street, New York, New York 10014. If SEI does not receive payment from your credit card issuer or its agent, you agree to pay all amounts due upon demand by SEI or its agents.

5. Password. When you sign up to become a User, you will also be asked to choose a username and a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the Account, username, or password of another User at any time. You agree to notify SEI immediately if you suspect any unauthorized use of your Account or access to your password. You are solely responsible for any and all use of your Account.

6. Content . SEI and its licensors (including Users) own and retain all proprietary rights in the Content and the Services. SEI hereby grants you a limited, revocable, non-sublicensable license to utilize the Content (excluding any software code) solely for your personal use in connection with viewing the App and using the Services. Except as provided in the previous sentence, you shall not reproduce, distribute, publicly perform (including by means of digital audio transmission), publicly display, create derivative works of, and otherwise use the Content.

7. Your Content and Activity. The App may contain a “chat” function where you may interact with SEI agents. You are solely responsible for any and submissions that are posted by or through your Account on any Services including any e-mail or chat. You agree that SEI retains the right to create limits on SEI’s archiving of such data, including but not limited to the right to delete such data after a certain period without a purchase or to charge for extended storage of such data.

8.1 Prohibited Content. You agree that you will not post or submit on the App any Prohibited Content. “Prohibited Content” includes content that SEI deems: (i) is offensive, pornographic, or promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; (ii) bullies, harasses, or advocates stalking, bullying, or harassment, of another person; (iii) involves the transmission of “junk mail,” “chain letters,” unsolicited mass mailing, or “spamming,”; (iv) is false or misleading or promotes, endorses or furthers illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; (v) promotes, reproduces, performs or distributes an illegal or unauthorized copy of another person’s work that is protected by copyright or trade secret law, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protection devices, or providing pirated music or links to pirated music files; (vi) is involved in the exploitation of persons under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under 13; (vii) provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses and other harmful code; (viii) solicits passwords or personally identifying information for commercial or unlawful purposes from other Users; (ix) contains viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or similar software; (x) violates any applicable law, including, but not limited to laws and regulations governing export control, unfair competition, anti-discrimination and false advertising; (xi) involves commercial activities that are detrimental to the interests of SEI; or (xii) otherwise violates this Agreement or creates liability for SEI. You agree to indemnify and hold SEI and its subsidiaries, affiliates, officers, employees, suppliers, service providers, and partner companies harmless for any claims, losses, liabilities and expenses arising out of or relating to any breach of this section.

8.2 Your Profile. Any Content posted by you in your profile may not contain nudity, violence, sexually explicit, or offensive subject matter. You may not post or submit for print services a photograph of another person without that person’s permission.

8.3 User Interaction. You will not use (a) the Services and (b) any information obtained from the Services in order to harass, abuse, send Spam to, or harm another person, or in order to contact, advertise to, solicit, or sell to any User without their prior explicit consent.

8.4 No Disruption. You will not: (i) interfere with, disrupt, or create an undue burden on the Services or the networks or services connected to the Services; or (ii) introduce software or automated agents to the Services, generate automated messages, or to strip or mine data from the Services.

8.5 Miscellaneous. You will not attempt to impersonate another User or person, including any employee of SEI. You will use the Services in a manner consistent with any and all applicable laws and regulations.

8.6 Enforcement by SEI. SEI has the right (but not the obligation) to review any Content and delete any Content that in the sole judgment of SEI violates this Agreement; is Prohibited Content, is illegal, violates the rights, harms, or threatens the safety of any User or any other person; or creates liability for SEI, its suppliers, service providers, partner companies, or any User. SEI reserves the right (but has no obligation) to investigate and take action in its sole discretion against you if you violate this provision or any other provision of this Agreement, including without limitation, removing Prohibited Content from the Services, terminating your membership, reporting you to law enforcement authorities, and taking legal action against you.

9. DISCLAIMER OF WARRANTIES RELATED TO SOFTWARE. YOU ACKNOWLEDGE THAT THE SOFTWARE PROVIDED MAY CONTAIN BUGS AND ERRORS. THE SOFTWARE PROVIDED TO YOU “AS IS” AND ANY USE OF THE SOFTWARE IS AT YOUR OWN RISK. TO THE EXTENT LEGALLY PERMITTED UNDER THE APPLICABLE LAW, SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES HEREBY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

10. DISCLAIMER OF WARRANTIES RELATED TO CONTENT . YOU ACKNOWLEDGE THAT THE CONTENT IS FOR INFORMATIONAL PURPOSES ONLY AND NEITHER SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES NOR ITS PRINCIPALS, OWNERS, AGENTS, ATTORNEYS, ADVISORS, ETC. HAVE MADE ANY WARRANTY OR GUARANTY TO YOU REGARDING THE ACCURACY, EFFECTIVENESS OR RELIABILITY OF ANY CONTENT PROVIDED VIA THE SOFTWARE OR THAT SUCH CONTENT IS A SUBSTITUTE FOR MEDICAL ADVISE OR ASSISTANCE. YOU ACKNOWLEDGE THAT YOUR USE, INTERPRETATION AND APPLICATION OF THE CONTENT IS AT YOUR OWN RISK. SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES REQUIRE YOU TO SEEK PROFESSIONAL MEDICAL ATTENTION OR ADVICE FOR ANY TOPIC FOR WHICH YOU UTILIZE THE SOFTWARE. SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES HEREBY DISCLAIM ANY WARRANTY, EXPRESS, IMPLIED OR STATUTORY, REGARDING ANY INFORMATION, STATEMENTS, THOUGHTS, PRACTICES, ETC. PROVIDED TO YOU AS CONENT VIA THE SOFTWARE. YOU EXPRESSLY WAIVE ANY RIGHT OR CLAIM YOU MAY HAVE OR ANY THIRD-PARTY MAY HAVE THROUGH YOU AGAINST SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED RELATED TO YOUR USE OF THE SOFTWARE, THE CONTENT OR ITS APPLICATION.

11. LIMITATION OF LIABILITY. YOU AGREE THAT TO THE EXTENT LEGALLY PERMITTED UNDER THE APPLICABLE LAW, SEI SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOU, YOUR CUSTOMERS, YOUR EMPLOYEES, YOUR CONTRACTORS, YOUR AFFILIATES OR ANY THIRD PARTIES CAUSED BY FAILURE OF THE SOFTWARE TO FUNCTION, THE CONTENT, THE INTERPRETATION OF THE CONTENT, ANY FAILURE TO SEEK PROFESSIONAL MEDICAL ATTENTION OR ADVICE, OR ANY OTHER ACT OR OMISSION OF YOU IN RELATION TO THE SOFTWARE. IT IS THE EXPRESS INTENT HEREOF THAT THE SOFTWARE, THE CONTENT AND THE INFORMATION PROVIDED THEREBY IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT BIND SEI, ITS PARENTS, SUBSIDIARIES AND AFFILIATED ENTITIES IN ANY WAY TO ANY DAMAGES RELATED THERETO. FURTHERMORE, IN NO EVENT WILL SEI BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, COST OF SUBSTITUTE GOODS, LOST DATA OR BUSINESS INTERRUPTION) IN CONNECTION WITH THE USE OF THE SOFTWARE, THE CONTENT OR IN CONNECTION WITH ANY OTHER CLAIM ARISING FROM THIS AGREEMENT, EVEN IF SEI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF SEI ARISING FROM OR RELATING TO THIS AGREEMENT AND THE SOFTWARE, REGARDLESS OF THE FORM OF ACTION OR CLAIM (E.G., CONTRACT, WARRANTY, TORT, STRICT LIABILITY, NEGLIGENCE, FRAUD OR OTHER LEGAL THEORY) IS LIMITED TO THE AMOUNTS PAID BY YOU TO SEI DURING THE THREE (3) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO LIABILITY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

12. Release. You hereby release SEI, its officers, employees, agents and successors from claims, demands any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, that is either directly or indirectly related to or arises from any interactions with other Users.

If you are a California resident, you hereby waive California Civil Code Section 1542, which states: “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.”

13. Indemnity. You agree to defend, indemnify, and hold SEI, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney’s fees, made by any third party due to or arising out of your use of the Services, your violation of this Agreement and/or arising from your breach of any provision of this Agreement.

14. Electronic communications. The communications between you and SEI use electronic means, whether you visit the App or otherwise use the Service or send SEI e-mails, or whether SEI posts notices on the App or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from SEI in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that SEI provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in writing. The foregoing does not affect your statutory rights.

15. U.S. Export Controls. Content and software available in connection with the Services (the “Software”) is further subject to United States export controls. No Content or Software may be downloaded from the Services or otherwise exported or re-exported in violation of U.S. export laws. By downloading or using the Content and Software, you represent and warrant that such download or use is not in violation of any such law.

16. Governing Law and Arbitration. This Agreement shall be governed by the laws of the State of New York without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You and SEI agree to submit to the jurisdiction of, and agree that venue is proper in, the state courts located in New York, New York (USA) and the federal courts located in the Southern District of New York (USA) in such legal action or proceeding. The application of the United Nations Convention on the International Sale of Goods is hereby expressly excluded. Any claim or dispute (excluding claims for injunctive or other equitable relief as set forth below) in connection with this Agreement where the total amount of the award sought is less than five thousand U.S. Dollars (US$ 5,000.00) may be resolved in a cost effective manner through binding non-appearance-based arbitration, at the option of the party seeking relief. Such arbitration shall be initiated through an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section and under the rules of such ADR Provider, except to the extent such rules are in conflict with this Agreement. The party demanding arbitration will propose an ADR Provider and the other party shall not unreasonably withhold consent to use such ADR Provider. The ADR Provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) all arbitration proceedings shall be held in English; c) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and d) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Each party shall bear its own costs (including attorney fees) and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the ADR Provider. Notwithstanding the foregoing, SEI may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction. Please note that the laws of the jurisdiction where you are located may be different from New York law, including the laws governing what can legally sold, bought, exported, offered or imported. You shall always comply with all the international and domestic laws, ordinance, regulations and statutes that are applicable to your use of the Services.

17. Relationship of Parties. You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. You have no authority to make or accept any offers or representations on our behalf. You will not make any statement that would reasonably contradict anything in this section.

18. Notices. SEI may give any notice required by this Agreement by means of a general notice on the Website, electronic mail to your e-mail address on record with SEI, or by written communication sent by first class mail or pre-paid post to your address on record with SEI. Such notice shall be deemed to have been given upon the expiration of forty-eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or twelve (12) hours after sending (if sent by email). You may give notice to SEI at any time by any of the following: letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to SEI at the following address: 181 West 10th Street, New York, New York 10014.

19. Force Majeure. A party will not be liable for non-performance or delay in performance (other than of obligations regarding payment of money) caused by any event reasonably beyond the control of such party including, but not limited to wars, hostilities, revolutions, riots, civil commotion, national emergency, epidemics, fire, flood, earthquake, force of nature, explosion, embargo or any “act of God.”

20. Other. This Agreement is accepted upon your use of the App or any of the Services or when you register to become a User. This Agreement, including the Mobile Application End User License Agreement and the Privacy Policy which are incorporated by reference, constitutes the final, complete and exclusive agreement between you and SEI regarding the subject matter hereof and supersedes and merges all prior discussions between the parties. If any provision of this Agreement is found to be invalid or unenforceable, such provision will be changed and interpreted to accomplish the objectives to the greatest extent possible under any applicable law and the remaining provisions will continue in full force and effect. The failure of SEI to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The parties of this Agreement have expressly required that the present Agreement be drawn up in the English language. Please contact us with any questions regarding this Agreement. You may also receive a copy of this Agreement in (in ASCII text format) by contacting us via SEI’s general support form.

25. Copyright/Trademark Information. Copyright ©2020 Safe Eats, Inc. All rights reserved. The trademarks, logos and service marks (“Marks”) displayed on the App or in connection with the Services are the property of SEI or other third parties. You are not permitted to use these Marks without the prior written consent of the third party that owns the Mark.