TERMS OF USE

 

Leola Corp, LLC (known here as "LC", "we" or "us") owns our brand website for Soul Snacks Cookie Co. ® found at www.soulsnacksnyc.com (the "Site"). These Terms of Use constitute an agreement between you and LC. Please read it carefully as it is binding on you. If you do not agree with all of the terms set forth in these Terms of Use ("Terms"), please exit the applicable Site now.

Acceptance of Terms
LC provides an online resource on its Site and in some instances the opportunity to purchase its products ("Products"), subject to the following Terms of Use ("Terms") which may be updated by LC from time to time. Your use of the Site signifies your complete acceptance of these Terms. LC will provide notice of changes to the Terms by posting the new Terms on the Site. All such changes in the Terms shall be effective from the Effective Date set when such changes are posted on the Site. Should you object to any term or condition of these Terms, any guidelines or any subsequent modifications thereto or become dissatisfied with LC in any way, your only recourse is to immediately discontinue use of the Site and the Products.

LC is not responsible for material transmitted through or linked from the Site. The Site may contain resources and/or links to other websites, which are completely independent of LC.

Proprietary Rights
You agree not to reproduce, duplicate, modify, publish, teach or consult from, edit, or create derivative works from, copy, sell, resell or exploit for any commercial purposes, any aspect of the Site. LC retains full copyright ownership, rights and protection in all material contained on the Site (including all software, HTML code and other code). None of the material contained in the Site may be reverse-engineered, disassembled, decompiled, transcribed, resold or redistributed without our specific prior written consent in each instance. The use of material, including, without limitation, logos, text, graphics and other copyrightable materials on the Sites are limited to one copy for personal, non-commercial viewing use only and cannot be used for any commercial purpose whatsoever, whether for use by a for-profit or non-profit organization. Some material are copyrighted by third parties and users may not modify, copy, distribute, transmit, display or otherwise provide any content without the prior written consent of LC.

Soul Snacks Cookie Co.® is a trademark of its respective owners and are protected by state and federal laws and other logos, trademarks and service marks depicted on the Site (collectively "Trademarks") are the property of their respective owners. Your unauthorized use of Trademarks appearing on the site may constitute a violation of law, which could subject you to substantial civil penalties.

Payment Terms
Prices for Products that are posted on the Site are subject to change without notice. In the event that a Product sold is mistakenly listed at an incorrect price, LC reserves the right to refuse or cancel any orders placed for the Product listed at the incorrect price, whether or not the order has been confirmed and your credit card charged.

Registration
You may be required to register with the Site in order to access certain areas of the Site. You are responsible for maintaining the confidentiality of any password you may use to access any of the Site, and agree not to transfer your password, or lend or otherwise transfer your use of or access to the Site, to any third party. You are fully responsible for all interaction with the Site that occurs in connection with your password. You agree to immediately notify us of any unauthorized use of your password or user name or any other breach of security related to your account or the Site, and to ensure that you "log off"/exit from your account with the Site (if applicable) at the end of each session. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.

Third Party Links
The Site may contain links to other sites that are not operated by LC. LC IS NOT RESPONSIBLE FOR THE PRIVACY PRACTICES OR THE CONTENT OF SUCH OTHER WEBSITES. We provide such links only as a convenience and the inclusion of a link on the Site does not imply endorsement of the linked site by LC.

Posting of User Generated Content Requirements

In the event that a contest or other feature on the Site allows you to post content on a Site, all content that you post to any of the Site must comply with these Terms and the following posting requirements. You take sole responsibility for all content that you post on the Site and the consequences of posting that content. You are responsible for obtaining all necessary rights to upload, post and distribute the content, including obtaining permission from any person who assisted you in the creation of that content or any person shown in a photo or video that you upload or identified in any writing that you post. You represent, warrant and agree that you will not upload, email, store, process, post, distribute, transmit, or otherwise publish through the Sites any material which:

 

•    is threatening, defamatory, abusive, obscene, pornographic, or any material that would give rise to any civil or criminal liability under applicable law;
•    contains any materials that could infringe any copyright, trademark, publicity or privacy right or any other intellectual property right of any person or entity unless you have first received permission from the owner of those rights to use the materials;
•    contains any materials containing slurs, hate speech or which attack an individual or group on the basis of race, color, religion, national origin, or sexual preferences;
•    contains any materials that constitute spam (sending the same message multiple times or to multiple people will be treated as spam);
•    is a solicitation or advertisement for any commercial product or activity;
•    encourages behavior that does not support a safe and comfortable environment for all users, including but not limited to posting or transmitting any materials that are threatening, harmful, harassing, abusive, vulgar, hateful, defamatory, sexually explicit, inflammatory, profane, racially or ethnically objectionable, religious or political, or any materials that encourage inappropriate or unlawful conduct;
•    restricts or inhibits any other user from using the Site or contains a virus or other harmful component;
•    violates any local, state, federal or international laws or gives rise to civil liability;
•    violates or infringes any rights of third parties (including but limited to copyright, trademark, rights of privacy or publicity, defamation or any other proprietary right);
•    imposes an unreasonable or disproportionately large load on the Site or otherwise interferes with the Site;
•    is a chain letter, or constitutes junk mail;
•    "spoofs" (using of any means to disguise your online identity or alter original attribute information when sending e-mails or posting messages to the Site);

•    uses or possesses programs to "crack" passwords or other Internet security tools. We may, at our sole discretion, immediately terminate your access to the Site should your conduct fail to conform with these Terms.

 

LC reserves the right (but is not obligated) to do any or all of the following:

 

•    Remove communications which are abusive, illegal, or disruptive, or that otherwise fail to conform with these Terms.
•    Terminate a user's access to the Site.
•    Edit or delete any communication posted on the Site, regardless of whether such communications violate these standards.

•    Engaging in any other conduct that restricts or inhibits any other person from using or enjoying the Sites, or which, in the judgment of LC, exposes LC or any of its customers or suppliers to any liability or detriment of any type.

 

LC, or its licensees, have no liability or responsibility to visitors or registered users of the Site or any other person or entity for performance or nonperformance of the aforementioned activities.

License of Rights
By submitting content or submissions to us or to the Site ("your content"), you grant to LC, and its successors in business and assigns, a perpetual, worldwide, royalty-free, and non-exclusive license to reproduce, distribute, modify, edit, display, adapt, create derivative works from and market and promote the your content, for any commercial purposes, and in any medium now existing or hereinafter developed, and to use your name, likeness, voice, performance, and any personal information you submit with or contained within your content, without your prior approval or the payment of any compensation and without notice. You also grant each user of the Site a non-exclusive license to access your content as permitted through the functionality of the Site and under these Terms. You should be aware that LC or others may have in the past developed, is currently developing, or may in the future develop materials internally or with other parties which may be similar or identical to the ideas or concepts in your content. Accordingly, LC makes no representation that it will not develop (independently or with third parties) ideas or concepts, for itself or for others, that compete with, or are similar or identical to your content and you agree that you will have no right to proceed against LC or dispute LC's right to consider, develop such concepts or ideas.

User Responsibility
You understand that you are personally responsible for your behavior while on the Site and agree to indemnify and hold LC, and its subsidiaries, affiliates, successors, assigns, directors, agents, service providers, suppliers, business partners, and their respective officers, directors, employees, and agents, harmless from and against any loss, damage, liability, cost, or expense of any kind (including reasonable attorneys' fees) that any of them may incur in connection with a third party claim, or otherwise, arising out of or in connection your content, your use of the Site or Products, your violation of the Terms, your breach of any of the representations and warranties contained herein, or your violation of any rights of another person or entity.

DIGITAL MILLENNIUM COPYRIGHT ACT ("DMCA") NOTICE

LC has registered an agent with the United States Copyright Office in accordance with the terms of the Digital Millennium Copyright Act (the "Act") and avails itself of the protections under the Act. We reserve the right to remove any User Content on the Site which allegedly infringes another person's copyright. We are under no obligation to, and do not, scan content posted for any violations of third party rights, however, we respect the copyright interests of others and it is our policy not to permit materials known by us to infringe another party's copyright to remain on the Site. If you believe any materials on the Site infringe a copyright, you should provide us with written notice that at a minimum contains:

 

•    A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
•    Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
•    Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
•    Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
•    A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

•    A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

 

All DMCA notices should be sent to our designated agent as follows: 12 Maine Drive  Newburgh, NY 12550


Disclaimer of Warranties
EXCEPT AS MAY BE EXPRESSLY STATED IN A WRITTEN WARRANTY REGARDING THE PRODUCTS, YOU AGREE THAT USE OF THE SITE AND PRODUCTS IS ENTIRELY AT YOUR OWN RISK, PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT 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. IN STATES THAT DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, THE FOREGOING WILL NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. TO THE FULLEST EXTENT PERMITTED BY LAW, LC (I) DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY AND PERFORMANCE OF THE SITE, (II) DISCLAIMS ANY WARRANTIES FOR OTHER SERVICE OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SITE OR ACCESSED THROUGH ANY LINKS ON THE SITE, AND (III) DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE SITE.

Limitations of Liability
UNDER NO CIRCUMSTANCES SHALL LC BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF LC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE SITE OR PRODUCTS, INCLUDING BUT NOT LIMITED TO, RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED THEREFROM; OR FROM MISTAKES, OMISSIONS, INTERRUPTIONS OR DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, COMMUNICATIONS, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO RECORDS, PROGRAMS OR SERVICES WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE SITE OR PRODUCTS, FROM THE INABILITY TO USE THE SITE OR PRODUCTS, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE SITE OR AVAILABILITY OF PRODUCTS, SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER GOODS OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE OR ANY LINKS ON THE SITE. IN JURISDICTIONS THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. IN ALL EVENTS, ANY LIABILITY OF LC, AND ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SITE OR PRODUCTS, IF ANY, SHALL BE LIMITED TO REPLACEMENT OF MONIES PAID TO LC. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

NOTICE FOR CALIFORNIA USERS
Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted by telephone at (800) 952-5210.

Jurisdiction
LC is based in the United States of America with principal offices in Newburgh, New York. LC makes no claims that the Site is appropriate or may be downloaded outside of the United States. To have products shipped outside the United States, please contact us directly. If you access the Site from outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. Unless otherwise specified on the Site, the Site is intended to promote only those Products that are sold in the United States. International sites featuring LC Products are owned and operated by the respective international franchisee and LC is not responsible for those sites and you need to be aware of the terms which are applicable to those sites.

Governing Law
This agreement shall be governed by and construed in accordance with the laws of the State of New York without application of conflict of laws rules. Exclusive jurisdiction and venue in connection with any dispute between you and LC ('Dispute') shall lie in the state or federal courts located in Orange County, New York. You hereby waive any right you might have to resolve any Dispute on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of the general public or other persons similarly situated. Any cause of action you may have with respect to LC, the content or the Site must be commenced within one year after the claim or cause of action arises or such claim or cause of action shall be barred.

General Information
The Terms and the Privacy Policy governing the Site constitute the entire agreement between you and LC and govern your use of the Site, and the Products to the extent allowed by law, superseding any prior agreements between you and LC. If any provision of these Terms of Use shall be found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions. No failure on the part of LC to enforce any part of these Terms shall constitute a waiver of any of LC's rights under these Terms whether for past or future actions on the part of any person.

Privacy
The handling of personal information on the Site is governed by our Privacy Policy. Your acceptance of these Terms constitutes your acceptance of the Privacy Policy, as may be updated from time to time, and which is hereby incorporated into these Terms by reference.

Termination
You agree that we may terminate, modify, discontinue or abandon the Site with or without notice to you and that we will not be liable to you or any third party as a result of such termination, modification, discontinuance or abandonment. If this agreement is terminated for any reason, the provisions titled LC Content, Proprietary Rights, License of Rights, User Responsibility, Disclaimer of Warranties, Limitations of Liability, Governing Law, General Information and Privacy shall survive any such termination.

Effective Date: October 3, 2011
© 2011 Leola Corp, LLC