Terms of Service 1

Terms of Service.

These Terms of Service (“Terms’) govern your access to and use of the EDDI, Inc. website, apps, APIs, and widgets (“EDDI” or the “Service”). Please read these Terms carefully, and contact us if you have any questions. By accessing or using EDDI, you agree to be bound by these Terms and our Privacy Policy.

SERVICE

EDDI helps you discover, explore and do what you love. To do that, we show you things we think will be relevant, interesting and personal to you based on your onsite and offsite activity. To provide our Service, we need to be able to identify you and your interests. Some of the things we show you are promoted by advertisers. As part of our service, we try to ensure that even promoted content is relevant and interesting to you. You can identify promoted content because it will be clearly labeled.

USE/LICENSE

You may use EDDI only if you can legally form a binding contract with EDDI, and only in compliance with these Terms and all applicable laws. When you create your EDDI account, you must provide us with accurate and complete information. You can’t use EDDI if it would be prohibited by U.S. sanctions. Any use or access by anyone under the age of 13 is not allowed. Using EDDI may include downloading software to your computer, phone, tablet, or other device. You agree that we may automatically update that software, and these Terms will apply to any updates. Subject to these Terms and our policies, we grant you a limited, non-exclusive, non-transferable, and revocable license to use our Service.

CONTENT

EDDI allows you to post content, including photos, comments, links, and other materials. Anything that you post or otherwise make available on EDDI is referred to as “User Content”. You retain all rights in, and are solely responsible for, the User Content you post to EDDI. You grant EDDI and our users a non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, store, display, reproduce, save, modify, create derivative works, perform, and distribute your User Content on EDDI solely for the purposes of operating, developing, providing, and using EDDI. Nothing in these Terms restricts other legal rights EDDI may have to User Content, for example under other licenses (see Copyright Section). We reserve the right to remove or modify User Content, or change the way it’s used in EDDI, for any reason. This includes User Content that we believe violates these Terms and/or any other policies. Following termination or deactivation of your account, or if you remove any User Content from EDDI, we may keep your User Content for a reasonable period of time for backup, archival, or audit purposes. EDDI and its users may retain and continue to use, store, display, reproduce, modify, create derivative works, perform, and distribute any of your User Content that other users have stored or shared on EDDI. We value hearing from our users, and are always interested in learning about ways we can make EDDI more awesome. If you choose to submit comments, ideas or feedback, you agree that we are free to use them without any restriction or compensation to you. By accepting your submission, EDDI doesn’t waive any rights to use similar or related feedback previously known to EDDI, or developed by its employees, or obtained from sources other than you.

COPYRIGHT

At EDDI, we operate a recipe sharing network where people around the world can easily swap recipes and share their favorites. We believe the best cooking, tips and techniques should be shared. And we respect that others, too, have a business to run and copyrights to protect. In short, we don't want original, copyrighted works posted to our website. We remind Users to please respect copyrighted works, and avoid posting recipes, photos or videos that might infringe on said copyrights. Please keep in mind that we host thousands of recipes posted on the site, with more being added every day by other Users. While we monitor the recipes and other content posted to the site in the course of daily business, we have not reviewed and cannot review all of the posted material.

EDDI has adopted and implemented the EDDI Copyright Policy in accordance with the Digital Millennium Copyright Act and other applicable copyright laws. For more information, please visit www.copyright .gov. EDDI allows Users to upload, share or provide their own content to this Service. By providing content to this Service, Users confirm that they are legally allowed to do so and that they are not infringing any statutory provisions, copyrights, and/or third-party (i.e., paywall) rights.

When Users provide content to our Service, or use a feature to provide content to our Service, Users warrant and verify that this content conforms with EDDI’s acceptable uses and does not infringe any statutory provisions, copyright and/or third-party (i.e., paywall) rights. As Users are entirely responsible for any content they provide while using our Service, Users agree to hold EDDI harmless against any claim asserted and/or damage suffered, and agree to repay the sum of any losses or damages EDDI incurs due to content you provided to or provided through this Service. Further insights regarding acceptable content can be found inside the section of these Terms which detail the acceptable uses.

Liability for provided content

Users are solely liable for any content they upload, post, share, or provide through this Service. Users acknowledge and accept that EDDI does not filter or moderate such content. However, EDDI reserves the right to remove, delete, block or rectify such content at its own discretion and to, without prior notice, deny the uploading User access to this Service:

if any complaint based on such content is received;
if a notice of infringement of intellectual property rights is received;
upon order of a public authority; or
where EDDI is made aware that the content, while being accessible via this Service, may represent a risk for Users, third-parties and/or the availability of the Service.

The removal, deletion, blocking or rectification of content shall not entitle Users that have provided such content or that are liable for it, to any claims for compensation, damages or reimbursement.

If you believe you have been infringed, you have every right to expect prompt action from us. Here's the procedure:

Notice and Procedure for Making Claims of Copyright Infringement

EDDI has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (DMCA). It is EDDI’s policy to block access to or remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, or Users, and will remove and discontinue service to repeat offenders.

If you believe that material or content residing on or accessible through the EDDI Site or Service infringes a copyright, please send a notice of copyright infringement containing the following information (as required by 17 U.S. Code § 512(c)(3) of the Digital Millennium Copyright Act) to the address listed below ("Proper Bona Fide Infringement Notification"):

A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple c copyrighted works are covered by a single notification, a representative list of such works at that site.
Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that EDDI is capable of finding and verifying its existence;
Contact information about the Notifier including address, telephone number and, if available, email address;
A statement that the Notifier has a good faith belief that the material is not authorized by the copyright owner, its agent, or the law;
A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.

Please note that 17 U.S. Code § 512(f) of the Digital Millennium Copyright Act states that any person who knowingly materially misrepresents that material is infringing shall be liable for any damages, including costs and attorneys’ fees incurred by the alleged infringer.

Once a Proper Bona Fide Infringement Notification is received by EDDI, it is EEDI’s policy:

to remove or disable access to the infringing material
to notify the content provider or User that it has removed or disabled access to the material; and
that for repeat offenders, EDDI will also terminate such content provider's or User's access to the service.

Procedure to Supply a Counter-Notice to the Designated Agent

If the content provider or User believes that the material that was removed or to which access was disabled is either not infringing, or the content provider or User believes that it has the right to post and use such material from the copyright owner, the copyright owner's agent, or pursuant to the law, the content provider or User must send a counter-notice containing the following information pursuant to 17 U.S. Code § 512(g)(3) of the Digital Millennium Copyright Act to EDDI:

A physical or electronic signature of the content provider, member or user;
Identification of the material that has been removed or to which access to has been disabled and the location at which the material appeared before it was removed or disabled;
A statement, under penalty of perjury, that the content provider or User has a good faith belief that the material was removed or disabled as a result of mistake or a misidentification of the material; and
The content provider's or User's name, address, telephone number, and, if available, email address and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider's or User's address is located, or if the content provider's or User's address is located outside the United States, for any judicial district in which EDDI is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.

SECURITY

We care about the security of our users. While we work to protect the security of your content and account, EDDI can’t guarantee that unauthorized third-parties won’t be able to defeat our security measures. We ask that you keep your password secure and email up-to-date. Please notify us immediately of any compromise or unauthorized use of your account.

THIRD-PARTY

EDDI may contain links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by EDDI. We don’t endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access any third-party website, service, or content from EDDI, you do so at your own risk and you agree that EDDI has no liability arising from your use of or access to any third-party website, service, or content.

TERMINATION

EDDI may terminate or suspend your right to access or use EDDI for any reason on appropriate notice. We may terminate or suspend your access immediately and without notice if we have a good reason, including any violation of our Terms and/or Policies. Upon termination, you continue to be bound by Sections 3 and 8 of these Terms.

INDEMNITY

If you use EDDI for commercial purposes (i.e., you are not a consumer), you agree to indemnify and hold harmless EDDI Inc., their affiliates and their respective officers, directors, employees and agents, from and against any claims, suits, proceedings, disputes, demands, liabilities, damages, losses, costs and expenses, including, without limitation, reasonable legal and accounting fees (including costs of defense of claims, suits or proceedings brought by third-parties), in any way related to your access to or use of our Service, your User Content, or your breach of any of these Terms.

DISCLAIMERS

Our Service and all content on EDDI is provided on an “as is” basis without warranty of any kind, whether expressed or implied. EDDI specifically disclaims any and all warranties and conditions of merchantability, stalwartness for a particular purpose, and non-infringement, and any warranties arising out of course of dealing or usage of trade. EDDI takes no responsibility and assumes no liability for any User Content that you or any other person or third-party posts or sends using our Service. You understand and agree that you may be exposed to User Content that’s inaccurate, objectionable, inappropriate, or otherwise unsuited to your purpose.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EDDI SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD-PARTY ON THE SERVICE, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD-PARTIES; OR (C) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL EDDI'S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE EXCEED ONE HUNDRED U.S. DOLLARS (U.S. $100.00). EDDI’s liability will be limited to foreseeable damages arising due to a breach of material contractual obligations typical for this type of contract. EDDI isn’t liable for damages that result from a non-material breach of any other applicable duty of care. This limitation of liability won’t apply to any statutory liability that cannot be limited, to liability for death or personal injury caused by our negligence or willful misconduct, or if and to exclude our responsibility for something we have specifically promised to you.

ARBITRATION

For any dispute you have with EDDI, you agree to first contact us and try to resolve the dispute with us informally. If we need to contact you, we will do so at the email address on your EDDI account. If EDDI hasn’t been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms through binding arbitration or (for qualifying claims) in small claims court. Arbitration is a more informal way to resolve our disagreements than a lawsuit in court. For instance, arbitration uses a neutral arbitrator instead of a judge or jury, involves more limited discovery, and is subject to very limited review by courts. Although the process is more informal, arbitrators can award the same damages and relief that a court can award. You agree that, by agreeing to these Terms of Service, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and EDDI are each waiving the right to a trial by jury or to participate in a class action. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement. This arbitration provision shall survive termination of this Agreement and the termination of your EDDI account. Any arbitration will be administered by the American Arbitration Association (“AAA’) under the Consumer Arbitration Rules then in effect for the AAA, except as provided herein. You can find their forms at www.adr.org. Unless you and EDDI agree otherwise, the arbitration will be conducted in the county (or parish) where you reside. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA Rules, except that EDDI will pay for your reasonable filing, administrative, and arbitrator fees if your claim for damages does not exceed $75,000 and is non-frivolous (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision explaining the essential findings and conclusions on which the award is based, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts, including for matters related to data security, intellectual property or unauthorized access to the Service.

ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. NOTHING IN THESE TERMS OF SERVICE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU. To the extent any claim, dispute or controversy regarding EDDI or our Service isn’t arbitrable under applicable laws or otherwise: you and EDDI both agree that any claim or dispute regarding EDDI will be resolved exclusively in accordance with Section 12 of these Terms.

GOVERNING LAW & JURISDICTION

These Terms shall be governed by the laws of the State of California, without respect to its conflict of laws principles. If you are not a consumer in the U.S., the exclusive place of jurisdiction for all disputes arising from or in connection with this agreement is San Francisco County, California, or the United States District Court for the Northern District of California and our dispute will be determined under California law.

GENERAL TERMS

We reserve the right to determine the form and means of providing notifications to you, and you agree to receive legal notices electronically if that’s what we decide. We may revise these Terms from time to time and the most current version will always be posted on our website. If a revision, in our discretion, is material, we’ll notify you. By continuing to access or use EDDI after revisions become effective, you agree to be bound by the new Terms. If you don’t agree to the new Terms, please stop using EDDI. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by EDDI without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

These Terms, together with the Privacy Policy and any amendments and any additional agreements you may enter into with EDDI shall constitute the entire agreement between you and EDDI concerning the Service. If any provision of these Terms is deemed invalid, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and EDDI's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. If you live in the United States, these Terms are a contract between you and EDDI. If you live outside the United States, these Terms are a contract between you and EDDI, Inc. (company with its registered office at 901 Olive St., Santa Barbara, CA, 93101 U.S.A.)