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The Friend Leaf Terms of Use

 

Introduction

 

These terms and conditions are entered into between you, the end user (referred to herein as “you”, “your”, or the “user”) and Friend Leaf LLC (“Friend Leaf”). The following terms and conditions (hereinafter, the “Terms of Use”) govern your access to and use of the Friend Leaf website located at https://friendleaf.co/, including any content, functionality, and services offered on or through https://friendleaf.co (the “Website”), whether as a guest or a registered user. By using, visiting or accessing the Website, you signify your acceptance of, and agree to be bound by, these Terms of Use. These Terms of Use include the Friend Leaf Privacy Policy the terms and conditions of which are incorporated herein by this reference. If you do not agree to be bound by these Terms of Use, please immediately discontinue your use of the Website.

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These Terms of Use apply to all users, visitors, and consumers to the Website. These Terms of Use do not extend to any third-party websites that may be accessed via the Friend Leaf Website and you are cautioned to consult the terms and conditions governing the use of any such third-party websites that may be accessed while on this Website.  

 

From time to time, Friend Leaf may modify or supplement these Terms of Use in its sole discretion. Each time you use or visit the Website, you will be deemed to have accepted any such changes. Friend Leaf shall have no obligation to notify you of any such changes other than posting such modifications on our site. However, Friend Leaf reserves the right to provide you with notice of such changes to any email address you have provided to us.

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Any breach of these Terms of Use may subject you to account termination and/or judicial prosecution.  Any criminal use of or collection for personal use with the intent to exploit any of the information provided on the Website is strictly prohibited and may subject the user to account cancellation and/or criminal prosecution.

 

1. Friend Leaf Accounts

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The Friend Leaf Website is an e-commerce website that allows users to view educational and information webpages and purchase products.

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Although the Website may be viewed simply by visiting the site, when completing a purchase on the Website, the user is presented with the option to create a Friend Leaf account. When you create an account with Friend Leaf, you will be required to provide Friend Leaf with the following information: your name, email address, billing and shipping address, phone number, and a username and password. You are responsible for maintaining the confidentiality of your password, and you will be responsible for all usage of your account and/or user name, whether or not authorized by you. You must notify Friend Leaf immediately of any breach of security or unauthorized use of your account. Although Friend Leaf will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of Friend Leaf or others due to such unauthorized use.

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To access the Website or some of the products and resources it has to offer, you may be asked to provide certain personal information or other details for registration or order purposes. It is a condition of your use of this site that all the information you provide to Friend Leaf be true, accurate, current and complete. If you provide any untrue or inaccurate information, or if we have reasonable grounds to suspect that such information is untrue or inaccurate, we may suspend or terminate your account and refuse all current and future use by you of the Website.

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Account information and certain other information about you are subject to the terms of Friend Leaf’s Privacy Policy, which is incorporated herein by reference. Friend Leaf reserves the right to (i) discontinue any aspect of the Service at any time, (ii) terminate your registration and access to any specific content, services, products or events, and/or (iii) remove your personal Friend Leaf profile, if Friend Leaf learns that you have provided false or misleading registration information.

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2. Capacity

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You must be eighteen (18) years old to use this Website, including to purchase goods or services on the Website. If you are under eighteen (18) years of age, you are not permitted to access this Website for any reason. By using, accessing or viewing this Website (and agreeing to the Terms and Conditions), you warrant and represent that you are at least eighteen (18) years of age. Friend Leaf does not encourage, solicit or permit the use of the Website by visitors known to be under the age of eighteen (18). 

 

Parents and legal guardians are strongly encouraged to monitor the Internet activity of children under the age of eighteen (18). Parents and legal guardians may also wish to obtain commercially available parental control protections (such as computer hardware, downloadable software or filtering services) that may assist in limiting access to material that is harmful to minors.

 

3. General Use of Friend Leaf – Permissions and Restrictions

 

By using the Website you agree to the following:

 

  • You agree not to use the Website in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). 

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  • You agree not to distribute in any medium any part of the Website, including but not limited to User Submissions (as defined below), without Friend Leaf's express written authorization.

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  • You agree not to access User Submissions or other Friend Leaf Content (as defined below) through any technology or means other than the webpages of the Website itself or other explicitly authorized means Friend Leaf may designate.

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  • You agree not to use the Website, for any prohibited commercial purpose, including, without limitation:

    • use of the Website or its related services for the primary purpose of gaining advertising or subscription revenue;

    • the sale of advertising, on the Website or any third-party service, targeted to the content of specific User Submissions or Friend Leaf Content; without the prior written authorization of Friend Leaf. 

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Additional Use Restrictions:

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  • You agree not to use or launch any automated system, including without limitation, "robots," "spiders," or "offline readers," that accesses the Website in a manner that sends more request messages to the Friend Leaf servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, Friend Leaf grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. Friend Leaf reserves the right to revoke these exceptions either generally or in specific cases.

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  • You agree not to collect or harvest any personally identifiable information, including account names, from the Website, nor to use the communication systems provided by the Website (e.g. comments, email) for any commercial or personal solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Website with respect to their User Submissions.

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4. Intellectual Property Rights

 

All materials and content on the Website, including without limitation, all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof (the “Content”) are owned by or licensed to Friend Leaf and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You acquire no rights or licenses to the Content other than the limited rights to use it in accordance with these Terms of Use, and you agree to abide by all posted copyright notices or restrictions relating to the Content. The Content may not be downloaded, copied or modified except for such personal, noncommercial use as may be authorized by license or by fair use or other provisions of copyright law. The Friend Leaf name and all related names, logos, product and service names, designs, and slogans are trademarks of Friend Leaf or its affiliates or licensors. You must not use such marks without the prior written permission of Friend Leaf. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners. 

 

5. User Submissions

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As a Friend Leaf account holder, you may submit video, graphic and textual content (each a “User Submission”) in the manner provided on Friend Leaf.  You retain sole and exclusive ownership of each User Submission, and shall be solely responsible for the nature of its content and the consequences of posting or publishing it. Users Submissions shall be deemed public information and not subject to any confidentiality obligation on the part of Friend Leaf.

 

By making User Submissions, you affirm, represent and warrant that you own or have the necessary licenses, rights, consents and permissions (including without limitation, the permission of each and every individual person identifiable in any User Submission), to use and authorize Friend Leaf to use all copyright, patent, trademark, trade secret or other proprietary rights (including the name, voice and/or likeness rights of each identifiable person), in and to your User Submissions, to enable inclusion and the use thereof on the Website in accordance with these Terms of Use.

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YOU FURTHER AGREE THAT YOU WILL NOT SUBMIT CONTENT THAT (I) IS DEFAMATORY, LIBELOUS, MISLEADING, OFFENSIVE, INDECENT OR OBJECTIONABLE, OR (II) OTHERWISE INFRINGES UPON ANOTHER’S INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHTS, INCLUDING, WITHOUT LIMITATION, ANY RIGHTS UNDER THE LAWS PERTAINING TO COPYRIGHT, TRADEMARK, PATENT, TRADE SECRET, PRIVACY AND/OR PUBLICITY.

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While you retain all ownership rights in and to your User Submissions, by using the Website, you grant Friend Leaf a non-exclusive, universe-wide, perpetual, royalty-free, sublicensable, and transferrable license to use, distribute, reproduce, prepare derivative works of, display, and perform all User Submissions in any manner so desired by Friend Leaf, including without limitation for promoting and redistributing part or all of the Website(and derivative works thereof), in any media formats and through any media channels. You also hereby grant each user of the Website a non-exclusive license to access your User Submissions through the Website, and to use, reproduce, distribute, display and perform such User Submissions as permitted through the functionality of the Website and under these Terms of Service.

 

Friend Leaf is not responsible or liable to any third party for the content or accuracy of any User Submission posted by you or any other user of this Website.

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6. DMCA Notice and Takedown Provisions

 

A. If you are a copyright owner or an agent thereof and believe that any content on this Website infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing Friend Leaf’s Copyright Agent with the following information in writing (see 17 U.S.C. § 512(c)(3) for further information):

 

  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

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  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

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  • 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 the service provider to locate the material;

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  • Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;

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  • A statement that you have 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

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

 

Friend Leaf's designated Copyright Agent to receive notifications of claimed infringement is: Copyright Agent, Friend Leaf, 572 Grand Street, G1805, New York, NY 10002; email: legal@friendleaf.co. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to Friend Leaf customer service through hello@friendleaf.co. You acknowledge that if you fail to comply with all of the requirements of this Section 5(A), your DMCA notice may not be valid.

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7. Account Termination Policy

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Friend Leaf retains the right, at its sole discretion, at any time and for any reason (with or without cause), to terminate or suspend (i) these Terms of Use, (ii) your account or (iii) your ability to access any part of the Website.  Friend Leaf will attempt to notify the user of any such termination or suspension, however, Friend Leaf retains the right to terminate a user’s account without notice. Friend Leaf has the right to disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

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8. Disputes

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You agree to submit to the exclusive jurisdiction of the courts of the State of New York located in the County of New York or the United States District Court for the Southern District of New York for resolution of any dispute, action or proceeding arising in connection with these Terms of Use or your use or non-use of the Website. You agree that this Website is a passive website that does not give rise to personal jurisdiction over Friend Leaf, its parent, subsidiaries, affiliates, directors, officers, agents or employees, either specific or general, in jurisdictions other than New York County.

 

You hereby irrevocably waive any right you may have to trial by jury in any such dispute, action or proceeding. Any cause of action between Friend Leaf and the user must commence within one (1) year after the cause of action accrues, otherwise the cause of action is permanently barred.

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9. Indemnity

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You hereby agree to defend, indemnify and hold harmless, Friend Leaf, its parent, subsidiaries, affiliates, officers, directors, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:

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  • your use of and access to the Website;

  • your use of any products purchased on the Website;

  • your violation of any term of these Terms of Use;

  • your violation of any third party rights, including without limitation any copyright, property, or privacy right; or any claim that any of your User Submissions or other use of the Website caused damage to the third party.

 

This defense and indemnification obligation will survive these Terms of Use and your use of the Service.

 

10. Disclaimer of Warranties

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TO THE FULLEST EXTENT PERMITTED BY LAW, FRIEND LEAF, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESSED OR IMPLIED, IN CONNECTION WITH THE SERVICE AND THE USER’S USE THEREOF.  FRIEND LEAF MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICE'S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO IT AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE USER’S ACCESS TO AND USE OF THE WEBSITE, (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE.

 

FRIEND LEAF DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND FRIEND LEAF WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN THE USER AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

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11. Limitation of Liability

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IN NO EVENT SHALL FRIEND LEAF, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO THE USER FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE USER’S ACCESS TO AND USE OF THE WEBSITE, (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USER’S USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

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THE USER SPECIFICALLY ACKNOWLEDGES THAT FRIEND LEAF SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH THE USER.

 

12. Disclaimers

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Website and Medical Information Disclaimer 

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This Website contains general information and content about diet, health and nutrition. This information and content are not advice and should not be treated as such. The content of this Website is for informational purposes only and are not intended to be a substitute for professional medical advice, diagnosis or treatment. Always seek the advice of your physician or other qualified health professional with any questions you may have regarding a medical condition. The general information and content on this Website are provided “As-Is” without any representations or warranties of any kind, express or implied. Friend Leaf makes no representations or warranties whatsoever in relation to any health information on this website.

Food and Drug Administration (FDA) Disclosure

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Statements on this Website have not been evaluated by the Food and Drug Administration. All products sold on the Website are not intended to diagnose, treat, cure, or prevent any disease.

 

13. Overview

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These Terms of Use, together with the Privacy Policy constitutes the entire agreement between Friend Leaf and its users and site visitors.  If any portion of these Terms of Use is found to be invalid or unenforceable by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining terms and conditions, which shall remain in full force and effect.  In the event that Friend Leaf fails to enforce any of these terms and conditions, such failure does not constitute a waiver.  Moreover, any explicit waiver made by Friend Leaf as to any term or condition does not constitute a waiver of any other term or condition.  The user may not transfer any of his or her rights or obligations to anyone else without Friend Leaf’s written consent.  Friend Leaf retains the right to freely assign its own rights and obligations.

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