Terms of Service

1.  Application of these Terms of Service

EveryBite provides an online platform which allows users to search menu items, recipes and ingredients from participating restaurants and other businesses (“Merchants”), and to place orders for food and/or other goods, either for delivery or pickup, and/or request services from Merchants (collectively “Services” or “EveryBite Services”).

EveryBite is not a merchant, retailer, restaurant, grocer, delivery service, or food preparation business.

If a delivery order is placed, EveryBite’s platform connects you to a delivery contractor (a “Contractor”), [such as DoorDash], to facilitate completion of the delivery to you. Your relationship with the Contractor will be subject to the Contractor’s own terms of service (or other agreement governing your relationship with the Contractor).

If a pickup order is made, the Services can communicate with you regarding the availability of the order for pickup.

2.  Eligibility to Use Services and Establish an EveryBite Account

If you access the Site or use the Service, including the completion of the EveryBite account registration process, you, your heirs, assigns, and successors (collectively, “you” or “your”) hereby represent and warrant that: (a) you have read, understand, and agree to be bound by these Terms of Service, and any future amendments and additions as published from time to time; (b) you are of legal age in the jurisdiction in which you reside to form a binding contract with EveryBite; and (c) you have the authority to enter into these Terms of Agreement personally and, if applicable, on behalf of any organization for whom you have created an account or been named as the user during the EveryBite account registration process and to bind such organization to these Terms.

EveryBite's Services are not directed to children. Persons under the age of 13 are not permitted to use our Services without parental consent. If you are a country that has different regulations you expect to abide by your applicable local laws. EveryBite has no actual knowledge that it collects personal information from anyone under the age of 13. Any information found to be collected from someone under age 13 will be deleted promptly, and without notice. If you believe that we might have any information from or about a child under age 13, please contact us at support@everybite.com.

The specific Services available to you may vary based on the delivery or pickup address that you have selected. A certain function or feature available to one User may not be available to all Users or at all times. “User” means any individual or other person who accesses or uses the Services, including, without limitation, any organization that registers an account or otherwise accesses or uses the Services through its respective employees, agents, or representatives. If you do not agree to be bound by these Terms of Service, you may not access or use the Services.

3. Additional Terms and Policies

By using the Services, you agree to be bound by any additional EveryBite terms or policies for Users that are published on the Site, whether or not such terms or policies are directly referenced or linked elsewhere in these Terms of Service (and all are incorporated herein by reference). This includes (without limitation) EveryBite’s Privacy Policy. (See Section 9 below). Certain features of our Services may also be subject to additional terms and conditions, which, to the extent permitted by applicable law, are incorporated herein by reference. California residents should also review our California Privacy Notice for additional rights and protections.

4. User Account

You may be required to register for an account to use parts of the Services. You must provide accurate, current, and complete information during the registration process and at all other times when you use the Services, and to update the information to keep it accurate, current, and complete. You are the sole authorized User of any account you create through the Services. You are solely and fully responsible for all activities that occur under your password or account. You agree that you shall monitor your account to prevent use by minors, and you will accept full responsibility for any unauthorized use of your password or your account. You may not authorize others to use your User account, and you may not assign or otherwise transfer your User account to any other person or entity. Should you suspect that any unauthorized party may be using your password or account, you will notify EveryBite immediately. EveryBite will not be liable, and you may be liable, for losses, damages, liability, expenses, and fees incurred by EveryBite or a third party arising from someone else using your account. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if EveryBite has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, EveryBite has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an account or use the Services if you have been previously removed from the EveryBite platform by EveryBite or if you have been previously banned from use of the Services.

5. Rules and Restrictions

Without limiting other rules and restrictions in this Agreement, by using the Services, you agree that:

1. You will only use the Services for lawful purposes and you will not use or attempt to use the Services for sending or storing any unlawful material or for deceptive or fraudulent purposes.
2. You will only use the Services in accordance with all applicable laws, including copyrights, trade secrets, other intellectual property rights, or other rights of any third party, including privacy, personality, or publicity rights.
3. You will only use or access the Services using means explicitly authorized by EveryBite. We reserve the right to terminate your use of the Services if you are using Services in an unauthorized fashion, or are in violation of these Terms of Service.
4. You will not use or attempt to use another User’s account, impersonate any person or entity, or forge or manipulate headers or identifiers to disguise the origin of any content transmitted through the Services.
5. You will not use or attempt to use the Services to cause nuisance, annoyance, or inconvenience.
6. You will not use or attempt to use the Services, or any content accessible through the Services, for any commercial purpose, including but not limited to contacting, advertising to, soliciting, or selling to any Merchant or User.
7. You will not copy or distribute, or attempt to copy or distribute any content displayed through the Services, including any reviews or Merchants’ menu content, for republication in any format or media.
8. You will not directly or indirectly create or compile, or attempt to create or compile, any content or collection, compilation, or other directory from any content displayed through the Services except for your personal, noncommercial use.
9. The information you provide to us when you register an account or otherwise communicate with us is accurate, you will promptly notify us of any changes to such information, and you will provide us with whatever proof of identity we may reasonably request.
10. You will keep secure and confidential your account password and any other login or identification credentials you use to access the Services.
11. You will use the Services only for your own use and will not directly or indirectly resell, license, or transfer the Services, or content displayed through the Services to a third party.
12. You will not use or attempt to use the Services in any way that could damage, disable, overburden, or impair any EveryBite server or the networks connected to any EveryBite server.
13. You will not attempt to gain unauthorized access to any part of the Services and/or to any account, resource, computer system, and/or network connected to any EveryBite server.
14. You will not probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures EveryBite may use to prevent or restrict access to the Services or use of the Services or the content therein, and you will not attempt any of the foregoing.
15. ou will not deep-link to our Site or access our Site manually or with any robot, spider, web crawler, extraction software, automated process, and/or device to scrape, copy, index, frame, or monitor any portion of our websites or any content on our websites, and you will not attempt any of the foregoing.
16. You will not scrape or otherwise conduct any systematic retrieval of data or other content from the Services, and you will not attempt any of the foregoing.
17. You will not engage in conduct that harms, attempts to harm, or threatens the safety of other Users, Merchants, Contractor, EveryBite, EveryBite employees, or our community in any way whatsoever, and you will take reasonable steps to prevent the foregoing.
18. You will not engage in threatening, harassing, racist, or sexist behavior or any other behavior that EveryBite deems inappropriate when using the Services.
19. You will report any errors, bugs, unauthorized access methodologies, or any breach of our intellectual property rights that you uncover in your use of the Services.
20. You will not abuse or attempt to abuse our promotional or credit code system, including by redeeming multiple coupons at once or by opening multiple accounts to benefit from offers available only to first-time Users.
21. Your participation in using the Services is for your sole, personal, or internal business use.
22. You will not falsely or fraudulently claim that your order or items from your order were missing, incorrect, of poor quality, defective, or never delivered and you will return any order mistakenly delivered to you if requested by EveryBite, a Merchant, or a Contractor.
23. You will not, in connection with your use of the Services and/or the EveryBite platform: (i) ask a Contractor to purchase or deliver any goods or perform any services not ordered through the EveryBite platform; or (ii) give or offer to give any goods to a Contractor related to your EveryBite order.

In the event that we believe or determine that you have breached any of the aforementioned or any other provision of these Terms, we reserve the right to suspend and/or permanently deactivate your account at our sole discretion. Where required by law, we will provide you with written notice of the suspension or deactivation of your account, including the reasons which led us to take such action.

6. Contractors and Merchants Are Independent

1. You understand and agree that EveryBite provides the Services to connect you with independent Merchants that provide the products and services offered through the Services, and independent third-party Contractors who provide delivery and other services. You acknowledge and agree that EveryBite is not a merchant, retailer, restaurant, grocer, delivery service, or food preparation business, and has no responsibility or liability for the acts or omissions of any Merchant or any Contractor. Merchants are the retailers of the products or services offered through the Services. EveryBite is not in the delivery business, does not provide delivery services, and is not a common carrier. EveryBite provides the Services to facilitate the transmission of orders by Users to Merchants, including orders for pickup or delivery by Contractors and/or Merchants. Any delivery, pickup, or preparation times displayed through the Services are purely estimates and do not represent a promise, commitment, or guarantee by EveryBite. EveryBite will not assess or guarantee the suitability, legality, or ability of any Contractor or Merchant.
2. You agree that EveryBite is not responsible for Merchants’ food preparation or product offerings, food or product handling, or the safety of the food or other products, or whether the photographs, images, menu or product listings, ingredient or recipe information, or other menu, or product, (including nutrition, ingredient, and/or allergen information) displayed through the Services accurately reflect the goods and services sold by Merchants and/or delivered by the Contractor and/or Merchant, and does not verify Merchants’ compliance with applicable laws or regulations. You also acknowledge and agree that menu, or product listings, descriptions, or other information (including photographs or images or nutrition, ingredient, and/or allergen information) displayed through the Services may not have been provided directly by the Merchant. EveryBite has no responsibility or liability for acts or omissions by any Merchant or Contractor. You agree that the goods that you purchase will be prepared by the Merchant you have selected, that title to the goods passes from the Merchant to you at the Merchant’s location, and that, for delivery orders, the Contractor and/or Merchant will be directed by your instructions to transport the products to your designated delivery location.

7. User Content

1. User Content. EveryBite may provide you with interactive opportunities through the Services, including, by way of example, the ability to post or otherwise provide to EveryBite Reviews (defined below) or feedback, or other text, photos, images, or audio and video content (collectively, “User Content”). You represent and warrant that you are the owner of, or otherwise have the right to provide, all User Content that you submit, post, and/or otherwise transmit through the Services. You further represent and warrant that any User Content submitted, posted, and/or otherwise transmitted through the Services by you or someone on your behalf or through your User account does not (i) violate any third-party right, including any copyright, trademark, patent, trade secret, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) contain material that is false, intentionally misleading, deceptive, defamatory, offensive, abusive, or pornographic, including material that racially or religiously vilifies, incites violence or hatred, or is likely to insult or humiliate others based on race, religion, ethnicity, gender, age, sexual orientation, or any physical or mental disability; (iii) contain sexually explicit or violent content or photos, images, or videos of weapons, illegal drugs, or hate symbols; (iv) contain any material that is unlawful or relates to unlawful conduct (including phishing and spoofing); (v) create a privacy or security risk to any person, including by soliciting personal information from any person, or contain any confidential, sensitive, private, or personally identifiable information; (vi) solicit money from any person; (vii) contain financial, legal, medical, or other professional advice; (viii) harm, abuse, harass, stalk, threaten, or otherwise offend; (ix) reflect negatively on EveryBite, including EveryBite goodwill, name, and reputation; (x) tamper with, hinder the operation of, or make unauthorized modifications to our Site; (xi) otherwise result in civil or criminal liability for you, EveryBite, or any third party; (xii) violate any law or regulation; or (xiii) violate these Terms of Service or any community or content guidelines that EveryBite may publish from time to time. You hereby grant EveryBite a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, fully sublicensable right and license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works from, distribute, and/or otherwise use the User Content in connection with EveryBite business and in all forms now known or hereafter invented (collectively, “Uses”), without notification to and/or approval by you. You further grant EveryBite a license to use your username, first name and last initial, profile photo (if available), and/or other User profile information, including, without limitation, your ratings history, to attribute User Content to you in connection with such Uses, without notification to or approval by you. You acknowledge, however, that EveryBite has no obligation to attribute any User Content to you in connection with any Use. You agree that this license includes the right for other Users to access and use your User Content in conjunction with participation in the Services and as permitted through the functionality of the Services. In the interest of clarity, the license granted to EveryBite herein shall survive termination of the Services or your account. EveryBite reserves the right in its sole discretion to remove or disable access to any User Content from the Services, suspend or terminate your account at any time, or pursue any other remedy or relief available under equity or law if you post any User Content that violates this Agreement or any community or content guidelines we may publish or that we consider to be objectionable for any reason. You agree that EveryBite may monitor and/or delete your User Content (but does not assume the obligation to do so) or may decide to not publish, display, or otherwise make available your User Content for any reason at EveryBite’s sole discretion. EveryBite may also access, read, preserve, and disclose any information as EveryBite reasonably believes is necessary to satisfy any applicable law, regulation, legal process, or governmental request; enforce these Terms of Service, including investigation of potential violations hereof; detect, prevent, or otherwise address fraud, security, or technical issues; respond to User, Contractor, or Merchant support requests; or protect the rights, property, or safety of EveryBite, our Users, and the public.
2. Feedback. You agree that any submission of any ideas, suggestions, and/or proposals to EveryBite through its suggestion, feedback, wiki, forum, or similar pages is considered User Content, is posted is at your own risk, and that EveryBite has no obligations (including, without limitation, obligations of confidentiality) with respect to such User Content.
3. Reviews. To the extent that you rate or post reviews of Merchants or other businesses (“Reviews”) which may include but is not limited to text, photos, images, audio, or videos that you provide are considered User Content and are governed by this Agreement. Reviews are not endorsed by EveryBite and do not represent the views of EveryBite. EveryBite shall have no liability for Reviews, or for any claims of economic loss resulting from Reviews. Because we strive to maintain a high level of integrity with respect to Reviews posted or otherwise made available through the Services, you acknowledge and agree that: (i) you will base any Review on first-hand experience with the Merchant or business; (ii) you will not provide a Review for any Merchant or business for which you have an ownership interest, employment relationship, or other affiliation or for any competitor of such a Merchant or business; (iii) you will not submit a Review in exchange for payment, free food items, or other benefits from a Merchant or business; (iv) any Rating or Review you submit will comply with the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising; (v) your Rating or Review will comply with the terms of this Agreement; (vi) we may decide to not publish, display, or otherwise make available your Review for any reason in our sole discretion; and (viii) Review you submit will comply with our then applicable guidelines. If we determine, in our sole discretion, violates this Agreement or otherwise diminishes the integrity of information provided in our Site, we may remove such Review without notice and take any additional action, in EveryBite’s sole discretion, as we deem necessary or appropriate.

8. Communications with EveryBite

By creating a EveryBite account or using the Services, you agree to: accept and receive communications from or on behalf of EveryBite, Contractors, Merchants, partners, and/or third parties providing services to you or EveryBite, including via email, text message, direct message, chat, and calls, to the contact information you provide to EveryBite when registering an account or using the Services. Further, you understand and agree that you may receive communications (e.g., calls, text messages, etc.) that are generated by an automatic telephone dialing system, and/or which will deliver prerecorded or automated messages, sent by or on behalf of EveryBite, Contractors, or Merchants (e.g., Merchants facilitating the delivery of your order), including but not limited to communications concerning orders you place through your account on the Services. For clarification, you acknowledge and agree that you will receive communications from Contractors who are facilitating your receipt of the benefit of the Services (including multimedia messaging service (“MMS”) messages to confirm the delivery of your order). Message and data rates may apply and message frequency may vary. The communications in this Section 8 may include, without limitation, commercial or marketing messages, transactional or relationship messages (e.g., messages about the availability of our services (e.g., interruptions in service), security and/or fraud (e.g., password reset messages), safety, responses to communications initiated by you, updates to policies/legal agreements (e.g., privacy policies, terms of service), newsletters, and messages relating to research, political advocacy, or customer support (those initiated by you and by us). You acknowledge that receiving commercial or marketing messages or calls is not a requirement or condition for you to use the Services. For purposes of clarity, any message (including text message) or call you may receive from us, a Merchant, or a Contractor regarding an order is a transactional message, not a commercial, marketing, or promotional message or call. If there are changes to your contact information (e.g., email address, phone number), you agree to update your account to help prevent or limit EveryBite inadvertently communicating with someone else.

The opt-out options for communications are set out below. If you opt out of receiving communications via one channel, that opt out will only apply to the specific channel for which the opt out is submitted (e.g., if you opt out of receiving email communications, it will not apply to any other channels through which communications can be sent). Please see the following for more information:

1. For email communications that permit opting out (e.g., commercial/marketing messages), there is an opt-out mechanism in the messages. For transactional or relationship email messages, the only opt-out option is to delete your account.
2. Notwithstanding any provision in this Agreement to the contrary, EveryBite does not send commercial or marketing text messages to Users. To opt out of receiving transactional or relationship text messages (e.g., order updates), you can: (x) toggle or slide off this type of message in your account settings; or (y) reply “STOP” to a text message you receive. For MMS messages sent by Contractors to confirm the delivery of your order, you cannot opt out of receiving these messages unless you stop using the Services and delete your account.
3. To opt out of all communications, the only option is to delete your account. 

You authorize your wireless carrier to use or disclose information about your account and your wireless device, if available, to EveryBite or its service provider for the duration of your business relationship, solely to help them identify you or your wireless device and to prevent fraud. See our Privacy Policy for how we treat your data. California residents should also review our California Privacy Notice for additional rights and protections.

9. Your Information and EveryBite’s Privacy Policy California residents should also review our California Privacy Notice for additional rights and protections.

In using the Services, you may provide information about yourself (such as name, contact information, or other registration information) to us and we may collect information about your use of the Services. We may use this information in accordance with our Privacy Policy (the “Privacy Policy”) and relevant notices, if any, provided at the point of information collection or use. California residents should also review our California Privacy Notice for additional rights and protections.

10. Intellectual Property Ownership

EveryBite alone (and its licensors, where applicable) shall own all right, title, and interest, including all related intellectual property rights, in and to the Site and the Services. These Terms of Service do not convey to you any rights of ownership in or related to the Site or the Services, or any intellectual property rights owned by EveryBite. EveryBite names, logos, and the product names associated with the Services are trademarks of EveryBite or third parties, and no right or license is granted to use them. You agree that you will not remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services.

11. Payment Terms

1. Prices and Charges. You understand that: (i) the prices for menu or other items displayed through the Services may differ from the prices offered or published by Merchants for the same menu or other items and/or from prices available at third-party websites and that such prices may not be the lowest prices at which the menu or other items are sold and may change at any time without notice; (ii) EveryBite has no obligation to itemize its costs, profits, or margins when publishing such prices; and (iii) pricing may change at any time, in the discretion of EveryBite or the Merchant (depending on which party sets the given price). For certain transactions, the subtotals shown at checkout are estimates that may be higher or lower depending on the final in-store totals. In those situations, EveryBite reserves the right to temporarily authorize or place a hold on your payment method for an amount that may be greater than the amount shown at checkout and to charge your payment method the final price after checkout. You are liable for all transaction taxes (other than taxes based on EveryBite income), including sales tax, use tax, goods and services tax, and other transaction taxes if applicable, on the Services provided under this Agreement. If transaction taxes, including sales tax, use tax, goods and services tax, and other transaction taxes, are applicable, EveryBite reserves the right to charge you additional amounts on account of such taxes. In the event that the charge to your payment method may incorrectly differ from the total amount, including subtotal, fees, and gratuity, displayed to you at checkout and/or after gratuity is selected, EveryBite reserves the right to make an additional charge to your payment method after the initial charge so that the total amount charged is consistent with the total amount displayed to you at checkout and/or after gratuity is selected. All payments will be processed by EveryBite, a Contractor, or their respective payments processors, using the preferred payment method designated in your account. If your payment details change, you or your card provider may provide us with updated payment details. We may use these new details or details from other payment methods on file in order to help prevent any interruption to your use of the Services. This includes our right to charge any payment method on file if your initial form of preferred payment fails. It is your responsibility to keep your billing information up to date.
2. Refunds. Charges paid by you for completed and delivered orders, or for orders confirmed by a Merchant, are final and non-refundable. EveryBite has no obligation to provide refunds or credits but may grant them gratuitously at EveryBite sole discretion in each case. You may be required to provide identification information and/or a signature upon pick up and/or receipt of certain orders, as communicated at the time you place your order; if you fail to provide the required identification information or signature for such an order, you agree and acknowledge that we will not honor any claim that your order was not delivered and you may be subject to a non-refundable Undeliverable Item Fee.

   Refunds may be issued in cases of technical failure, undelivered orders due to system errors, or verified Merchant mistakes, subject to EveryBite's discretion.

3. Fees for Services. EveryBite may change the fees that EveryBite charges you as we deem necessary or appropriate for our business, including but not limited to delivery fees and service fees. EveryBite may offer different pricing to customers based on a variety of factors, including but not limited to geographic areas or usage. EveryBite may also charge you additional fees as required by law. Further, EveryBite may charge Merchants fees on orders that you place through the Services, including commissions and other fees, and may change those Merchant fees as we deem necessary or appropriate for our business or to comply with applicable law.

12. Third-Party Interactions

The Services may contain links to third-party websites (“Third-Party Websites”), applications (“Third-Party Applications”), and advertisements (“Third-Party Advertisements”) (collectively, “Third-Party Websites and Advertisements”). When you click or tap on a link to a Third-Party Website, Third-Party Application, or Third-Party Advertisement, will not warn you that you have left EveryBite's website or Services and will not warn you that you are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites and Advertisements are not under the control of EveryBite. EveryBite is not responsible for any Third-Party Websites and Advertisements. EveryBite provides links to these Third-Party Websites and Advertisements only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third-Party Websites and Advertisements or their products or services. You use all links in Third-Party Websites and Advertisements at your own risk. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites or Third-Party Applications, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

13. Transactions Involving Alcohol and Other Age-Restricted Products

You may have the option to request delivery or pickup of alcohol products in some locations and from certain Merchants. You agree that you will only order alcohol products if you, the intended recipient, and anyone who may consume the alcohol products are of legal age to purchase and consume alcohol products in the relevant jurisdiction. You also agree that, upon delivery or pickup of alcohol products, the recipient of any alcohol products will provide valid government-issued identification proving the requisite legal age and that the recipient will not be intoxicated when receiving such products. If you order alcohol products, you understand and acknowledge that the order will only be delivered if the Merchant accepts your order. The person delivering alcohol may be legally obligated to refuse delivery pursuant to applicable federal, state, or local laws, rules, or regulations, including if the recipient is not of legal age, is visibly intoxicated, or is not physically present to accept the delivery, and will be prompted to refuse delivery if the recipient cannot provide a valid government-issued identification proving requisite legal age, is visibly intoxicated, or is not physically present to accept the delivery. If the delivery of alcohol products cannot be completed for one or more of these reasons, you agree and acknowledge that your purchase is non-refundable and you or the intended recipient may not receive any part of the applicable order, including any non-alcohol items that you may have purchased with your alcohol products, and you may also be subject to a non-refundable Undeliverable Item Fee. Alcohol is not available in all locations that are served by the EveryBite platform. Alcohol may be removed from the platform for specific Users at EveryBite's sole discretion.

14. Indemnification

To the extent permitted by law, you agree to indemnify and hold harmless EveryBite and its officers, directors, employees, agents, and affiliates (each, an “Indemnified Party”) from and against any losses, claims, actions, costs, damages, penalties, fines, and expenses, including without limitation, legal and/or attorneys' fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to, or resulting from (a) your User Content; (b) your misuse of the Services; (c) your breach of this Agreement or any representation, warranty, condition, or covenant in this Agreement; or (d) your violation of any applicable laws, rules, or regulations through or related to the use of the Services. In the event of any claim, allegation, suit, or proceeding alleging any matter potentially covered by the agreements in this Section 14, you agree to pay for the defense of the Indemnified Party, including reasonable costs and legal and/or attorneys' fees incurred by the Indemnified Party. EveryBite reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with EveryBite in asserting any available defenses. This Section 14 does not require you to indemnify any Indemnified Party for any unconscionable commercial practice by such party, or for such party's negligence, fraud, deception, false promise, misrepresentation or concealment, suppression, or omission of any material fact in connection with the Services. You agree that the provisions of this Section 14 will survive any termination of your account, this Agreement, or your access to the Services.

15. Disclaimer of Warranties

U.S. FEDERAL LAW AND SOME STATES, MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN IMPLIED WARRANTIES, SO SOME OF THE EXCLUSIONS IN THIS SECTION 15 MAY NOT APPLY TO YOU. SECTION 15 APPLIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

YOU EXPRESSLY AGREE THAT THE SITE AND THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SITE OR THE SERVICES AND ANY RELIANCE BY YOU UPON THE SITE OR THE SERVICES, INCLUDING ANY.ACTION TAKEN BY YOU BECAUSE OF SUCH USE OR RELIANCE, IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT THE USE OF THE SITE OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE OR COMPLETELY SECURE, NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SAME. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE.AND NONINFRINGEMENT. NO STATEMENT OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US IN ANY MEANS OR FASHION SHALL CREATE ANY WARRANTY NOT EXPRESSLY AND EXPLICITLY SET FORTH IN THIS AGREEMENT. EVERYBITE MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE SERVICES.

16. Breach and Limitation of Liability

This Section 16 applies to the fullest extent permitted by applicable law, and some provisions in this Section 16 may not apply in certain jurisdictions.

You understand and agree that a key element of the Services and these Terms of Service Agreement is your and our mutual desire to keep the Services simple and efficient and to provide Services at low cost. You understand and agree to the limitations on remedies and liabilities set forth in this Section 16 to keep the Services simple and efficient, and costs low, for all Users.

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL EVERYBITE, OR ANY OF ITS UNDERLYING SERVICE PROVIDERS, BUSINESS PARTNERS, THIRD PARTY SUPPLIERS AND PROVIDERS, ACCOUNT PROVIDERS, LICENSORS, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (COLLECTIVELY REFERRED TO FOR PURPOSES OF THIS SECTION AS "EVERYBITE") BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY MONEY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR CONSEQUENTIAL DAMAGES, EVEN IF EVERYBITE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY, AND REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT.LIABILITY OR OTHERWISE), THE MAXIMUM AGGREGATE LIABILITY OF EVERYBITE TO YOU ARISING IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES IN THE 12 MONTHS PRIOR TO THE ACCRUAL OF THE APPLICABLE CLAIM.

17. Internet Delays

The Services may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications. Except as otherwise required by applicable law, EveryBite is not responsible for any delays, delivery failures, damage, loss, injury, or other economic damage resulting from such problems.

18. Termination

If you violate this Agreement, EveryBite may respond based on a number of factors including, but not limited to, the egregiousness of your actions and whether a pattern of harmful behavior exists.

In addition, at its sole discretion, EveryBite may modify or discontinue the Services, or may modify, suspend, or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. Where required by law, we will provide you with written notice of the suspension or termination of your access to the Service. EveryBite reserves the right to take appropriate legal action, including without limitation, pursuing civil, criminal, or injunctive redress. Even . after your right to use the Services is terminated, this Agreement will remain enforceable against you. All provisions which by their nature should survive to give effect to those provisions shall survive the termination of this Agreement.

19. Procedure for Making Claims of Copyright Infringement

It is EveryBite policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to EveryBite by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the specific location on the Services of the material that you claim is infringing, including enough information to allow EveryBite to locate the material; (d) your address, telephone number, and email address; (e) a written 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 owner or authorized to act on the copyright owner's behalf. This notice of a copyright infringement claim should be sent to EveryBite Copyright Agent at the following address: 525 State Street, suite 202, Santa Barbara CA 93101

20. Electronic Records

By creating a EveryBite account or using the Services, you consent to the use of electronic records. You also agree that all terms and conditions, agreements, notices, disclosures, and other communications that EveryBite provides to you electronically satisfy any legal requirement for such communications to be in writing. You agree to keep your contact information, including email address, current. This paragraph does not affect your statutory rights.

To view and retain a copy of these Terms of Service, you will need (a) a device (such as a computer or mobile phone) with a web browser and Internet access, and (b) either a printer or storage space on such device.

21. Arbitration

By creating a EveryBite account or using the Services, you consent to You hereby submit to the exclusive jurisdiction of the American Arbitration Association ("AAA") in connection with any dispute relating to, concerning or arising out of this Agreement, whether in contract, tort, fraud, misrepresentation or any other legal theory. The arbitration will be conducted before a single arbitrator and will be held at the AAA location in San Francisco, California.

1. ARBITRATION MUST BE ON AN INDIVIDUAL BASIS. THIS MEANS NEITHER YOU NOR WE MAY JOIN OR CONSOLIDATE CLAIMS IN ARBITRATION BY OR AGAINST OTHER CUSTOMERS, SUBSCRIBERS OR USERS, OR LITIGATE IN COURT OR ARBITRATE ANY CLAIMS AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.

   Users may opt out of this arbitration clause by notifying EveryBite in writing within 30 days of first accepting these Terms.

2. Only a court, and not an arbitrator, shall determine the validity and effect of the class action waiver. Even if all parties have opted to litigate a claim in court, you or we may elect arbitration with respect to any claim made by a new party or any new claims later asserted in that lawsuit.
3. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules, unless otherwise stated in this paragraph. In the event you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of your filing, administrative, and arbitrator fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive.
4. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. If you initiate a litigation or any other proceeding against us in violation of this paragraph, you agree to pay our reasonable costs and attorneys' fees incurred in connection with its enforcement of this paragraph.
5. The parties shall maintain the confidential nature of the arbitration proceeding and any award, including the hearing, except as may be necessary to prepare for or conduct the arbitration hearing on the merits, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or judicial decision.

22. DMCA Compliance

EveryBite respects the intellectual property rights of others. It is, therefore, our policy to expeditiously process, investigate and address notices of alleged infringement, and to take appropriate action under the Digital Millennium Copyright Act and other relevant intellectual property laws. These Terms of Service include and incorporate the EveryBite DMCA Compliance Notice incorporated by this reference.

23. General

1. No Joint Venture or Partnership. No joint venture, partnership, employment, or agency relationship exists between you, EveryBite, or any third-party provider as a result of these Terms or use of the Services.
2. Governing Law and Venue. This Agreement shall be governed by the laws of the United States and the State of California, without regard to its conflict of laws provisions. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. The federal courts of the United States in the Northern District of California and the state courts of the State of California located in San Francisco, California will have exclusive jurisdiction over any dispute arising out of or relating to this Agreement. Each party hereby consents to the jurisdiction of such courts.
3. Severability. Except as otherwise provided in this Agreement, if any provision of this Agreement is found to be invalid or unenforceable under applicable law, the invalidity or unenforceability of such provision shall not affect the validity or enforceability of the remaining provisions of this Agreement, which shall remain in full force and effect.
4. Notice. Where EveryBite requires that you provide an email address, you are responsible for providing EveryBite with your most current email address. In the event that the last email address you provided to EveryBite is not valid, or for any reason is not capable of delivering to you any notices required or permitted by this Agreement, EveryBite's dispatch of the email containing such notice will nonetheless constitute effective notice. You agree that all agreements, notices, disclosures, payment or renewal notifications, and other communications that EveryBite provides to you electronically (such as through email or posting through the Services, including in your EveryBite account) satisfy any legal requirement that such communications be in writing or be delivered in a particular manner. You agree that you have the ability to store such electronic communications such that they remain accessible to you in an unchanged form. You may give notice to EveryBite by sending an email to support@everybite.com. Such notice shall be deemed given on the next business day after such notice is actually received by EveryBite.
5. Transfer and Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by EveryBite without restriction. Any attempted transfer or assignment in violation hereof shall be null and void. This Agreement binds and inures to the benefit of each party and the party's successors and permitted assigns.
6. Use Only Where Legally Allowed. You shall not access or use any portion of the Services if you are not legally allowed to do so where you are located.
7. Subcontracting. EveryBite may subcontract any of its obligations under this Agreement without your prior written consent.
8. Changes to Site. We may from time to time vary, modify, or discontinue, temporarily or permanently the Site (and any party thereof).
9. Entire Agreement. This Agreement 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 with respect to such subject matter.
10. Internet Delays. The Services may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications. Except as otherwise required by applicable law, EveryBite is not responsible for any delays, delivery failures, damage, loss, injury, or other economic damage resulting from such problems.

23. Contact Information

EveryBite welcomes your questions or comments regarding these Terms of Service. Please find our contact information below:

EveryBite Inc.

525 State Street, suite 202

Santa Barbara CA 93101

United States