Updated and Effective Date: January 1st, 2023
ATTENTION: Please read these Terms carefully before using the Sites, as they affect your legal rights and obligations. You affirm that you have the capacity and authority to agree to these Terms.
By accessing or using the Sites, you agree that these Terms are a binding contract that apply to all of your use of the Sites and that you accept these Terms. If you do not agree to these Terms, you may not access or use the Sites.
Where permitted by applicable law, and for users who are not an individual resident in Quebec, please note that the “ARBITRATION AGREEMENT” section below contains provisions that require, with limited exceptions, all disputes arising out of or relating to your use of the Sites to be resolved in binding arbitration, and not in court, and that you and Instant Brands waive the right to bring or participate in a class action in connection with such disputes. Please read the ARBITRATION AGREEMENT carefully. By using the Sites or accepting these Terms, you hereby agree to be bound by the ARBITRATION AGREEMENT.
When using particular services or features of the Sites, in addition to these Terms, a separate guidelines document, payment terms or end user license agreement may apply to your use of that feature or service (“Additional Terms”). To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise.
Changes to these Terms
To the maximum extent allowed by applicable law, Instant Brands reserves the right in our sole discretion to modify, update, or replace from time to time any content set forth on the Sites, including the provisions of these Terms, without prior notice other than where required by law (“Updated Terms”). Where permitted by law, you agree that we may notify you of the Updated Terms by posting them on the Sites so that they are accessible via a link on the homepage or otherwise. Where required by law, or at our discretion, we will provide you with notice thirty (30) days prior to the effective date of the change by posting a notice on our website and/or sending a message to the email address (or other contact information at our discretion) associated with your account. Where such right is provided by law or we choose to offer it, you may refuse the amendment and cancel your agreement with us without cost, penalty or cancellation indemnity, by sending us notice to that effect no later than thirty (30) days after the amendment comes into force. Where such right is provided by law or we choose to offer it, unless you notify us within thirty (30) days from the time you receive notice of the new Terms that you do not agree to these new Terms, you will be deemed to have agreed to the revised Terms.
Registration and Membership
Instant Brands reserves the sole right (but is under no obligation) to update, modify, replace, or alter any of the Site, in whole or in part, from time to time without any liability to you. You acknowledge that Instant Brands may, in its sole discretion, cease to operate the Sites or features within the Sites at any time and without any liability to you.
Instant Brands reserves the right to modify, suspend, terminate, or restrict your use of any portion of the Sites or otherwise deny you access, in its sole discretion, at any time, and to the extent permitted by applicable law, without notice. We shall not be liable to you or to any third-party for any cancellation, termination, suspension or discontinuance of the Sites or your account. You agree that you will be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed to access and use the Sites. You also agree to comply with all rules, laws and regulations that are applicable to your use of the Sites, including, without limitation, those governing your transmission or use of any software or data.
Ownership and Limitations on Use of Intellectual Property
Unless otherwise explicitly stated, Instant Brands either owns, or has obtained the permission to use, the trademarks used on the Sites, the products offered on the Sites, the appearance and content of the Sites, the technology used to provide the Sites, and all materials that are included in or are otherwise a part of the Sites, including past, present, and future versions, domain names, the underlying HTML, source and object code and the “look and feel” of the Sites, including text, images, audio clips, video clips, software and other content (collectively, the “Site Content”). Site Content is protected from unauthorized use, copying and dissemination by intellectual property laws, including copyright, trademark, patent, and other laws, rules, regulations and treaties. You must comply with all such laws. As between you and us, we retain all right, title and interest in and to the Site Content. Instant Brands will aggressively enforce its intellectual property rights to the fullest extent of the law.
Except as provided in these Terms, Instant Brands prohibits the copying, redistribution, modification or public display of any Site Content without its express written permission.
Instant Brands claims neither ownership in, nor any affiliation with, any third-party trademarks appearing on the Sites. Such third-party trademarks are used only to identify their respective owners, and no sponsorship or endorsement on the part of Instant Brands should be inferred from the use of these marks.
Your Limited License to Use Site Content
Instant Brands hereby authorizes you to visit the Sites without further permission and Instant Brands grants you a limited, personal, non-exclusive, non-commercial, revocable and non-transferable license to view and play the Site Content, except as may be specifically restricted by purchase or similar requirements. This license is subject to your full compliance with these Terms.
You may display Site Content on your computer, mobile device, download and print pages of the Sites website, subject to the following provisions: (i) the copyright and other proprietary notices must appear on all such printouts; (ii) the information must not be altered in any manner; (iii) you must not use the Site Content in a manner that suggests an association with Instant Brands or any of Instant Brands’ products, services or brands; (iv) you must not download quantities of materials to a database that can be used to avoid future downloads from the Sites; and, (v) you must not copy or adapt any object code associated with the Sites or reverse engineer, modify or attempt to discover any source code associated with the Sites, nor allow or assist any third party to do so (whether or not for your benefit); and (vi) the Site Content is only to be used for personal educational and non-commercial use and will not be redistributed, broadcast or copied to any other media. You also agree that you will not, including by use of any robot, scraper, or other data mining technology or process, frame, mask, extract data or other materials from, copy or distribute the Site Content (except as may be a result of standard search engine or Internet browser usage).
Nothing contained herein shall be construed as conferring by implication, estoppel, or otherwise any license or right under any patent, trademark, copyright or other intellectual property right of Instant Brands or any third party.
Availability of Products and Services
Availability of products on the Sites are subject to change without notice. We have made reasonable efforts to display accurate images of our products. However, we cannot guarantee that your computer monitor’s display of any images will be accurate. We reserve the right, but are not obligated, to limit the sales of our products or services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on the Sites is void where prohibited.
Full use of certain products and services, including remote access and mobile notifications, is dependent on, among other things, the transmission of data through your wi-fi network, enabled wireless device (such as a phone or tablet), Internet access, and use of a device with compatible software. The functionality of your device may influence performance of the Sites and our products and services, and it is your responsibility to ensure your device’s functionality and compatibility with our Sites. You are responsible for all Internet access charges. Please check with your Internet provider for information on possible Internet data usage charges.
Except as otherwise expressly provided in our Additional Terms, including our product warranties available here, we do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Sites will be corrected. Please read Disclaimer of Warranties; Waiver
Correction of Pricing and Related Product Information
The Sites may contain pricing information on certain Instant Brands or other products. While Instant Brands strives to provide accurate pricing and other product information, errors may occur from time to time. Instant Brands reserves the right to correct any errors, inaccuracies or omissions, and to change or update information (including, without limitation, information related to pricing, availability and product descriptions), at any time without notice (including, without limitation, after a consumer may have submitted an order and received confirmation from us). In the event that an item is listed at an incorrect price or with other incorrect information, Instant Brands shall have the right, in its sole discretion, to refuse, cancel or revoke any order placed for that item, whether or not the order has been confirmed and your credit card charged. If your credit card has been charged for any order subsequently cancelled, Instant Brands will issue a credit to your credit card. We apologize for any inconvenience this may cause you.
We shall not be liable to you or to any third-party for any price changes or errors. Unless otherwise stated, for users viewing the Sites from the United States prices on the Sites are in United States dollars, and for users viewing the Sites from Canada, prices on the Sites are in Canadian dollars
Please see our Customer Care Center for additional details.
Accuracy of Billing and Account Information
We reserve the right to refuse any order or any part of any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the email and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors. Further, we reserve the right to verify the validity of all orders and cancel any order if we find evidence of fraud, tampering and/or any other violation of these Terms. We reserve the right, in our sole and absolute discretion, to require proof of identity (in a form acceptable to us): (i) for the purposes of verifying the legitimacy of any order and/or other information; and/or (ii) for any other reason we deem necessary, in our sole and absolute discretion, for the purposes of fulfilling an order in accordance with our interpretation of the terms and conditions of these Terms.
You agree to provide current, complete and accurate purchase and account information for all purchases made at the Sites. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed. For more detail, please review our Customer Care Center.
Sales transactions on the Site are subject to these Terms and our sales policies, found here. You agree to pay all applicable fees and taxes. Applicable tax will also be applied to the shipping and handling, return shipping and other charges. Taxes may depend on delivery location. You will be billed for your order at the time your order is placed. We may use one or more third parties to process your payment information when you make a purchase on the Sites. The payment processor may depend on the payment method you select. Additional terms and conditions imposed by the third party processor may apply.
User Submissions and Postings
The Sites may provide you the ability to submit content to us or post content publicly on the Sites (including, without limitation, photographs, videos, recipes, reviews, testimonials, promotion entries, writings, pictures, data, questions, answers, comments, and suggestions) (collectively, ”User Content”).
You agree that you either: (i) own the rights to the User Content you submit and the right to grant all of the rights and licenses in these Terms; or (ii) you have all necessary rights and licenses from the owner(s) of these rights to enter into these Terms and grant Instant Brands the license below. Upon Instant Brands’ request, you will furnish Instant Brands any documentation, substantiation or releases necessary to verify your compliance with these Terms.
You agree that we may, at any time, without restriction, edit, copy, publish, reproduce, translate, distribute, share, and otherwise use in any medium any User Content without your further permission. We are and shall be under no obligation (1) to pay compensation for any User Content; or (2) to respond to any User Content.
Instant Brands is not responsible for the substance of any User Content and such User Content does not necessarily reflect the views of Instant Brands. We may, but are under no obligation to, monitor, edit or remove User Content that we determine in our sole discretion is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms. We may remove or refuse to post any User Content for any reason in our sole discretion.
You also acknowledge that the Internet may be subject to breaches of security and should be aware that submissions of User Content or other information may not be secure, and you should consider this before submitting any information to Instant Brands.
You retain any ownership you have in your User Content, but you acknowledge that Instant Brands. must have a license from you in order to accept your User Content. Accordingly, you grant to Instant Brands a non-exclusive unrestricted, worldwide, irrevocable, perpetual, transferable and royalty-free license (but not obligation) to host, use, copy, distribute, display, perform, modify, translate, store or otherwise exploit all or any portion of your User Content for any purpose whatsoever in all formats, on or through any media, technology or device now known or hereafter developed.
You agree that Instant Brands is free to use any ideas or concepts contained in any User Content for any purposes whatsoever, including, without limitation, developing, manufacturing and marketing products and services, and creating informational articles, without any payment of any kind to you. You authorize Instant Brands to publish your User Content in a searchable format that may be accessed by users of the Sites and the Internet. This may include User Content that you submit through our accounts on social media websites (e.g., Facebook, Instagram, Twitter, and Pinterest). To the fullest extent permitted, you waive any moral rights you may have in any User Content you submit, even if such User Content is altered or changed in a manner not agreeable to you.
Instant Brands does not accept unsolicited materials or ideas for use or publication. You acknowledge that Instant Brands may be working on or developing material similar or the same in nature to your User Content and that Instant Brands may have received similar or the same intellectual property rights from another party. Instant Brands shall not be responsible for the similarity of any of its content or programming in any media to materials or ideas transmitted to the Sites. Instant Brands owes you no obligation connected to your submissions unless you and Instant Brands enter a written agreement to that effect. Any discussion or negotiations between you and Instant Brands regarding your submissions does not constitute recognition of the novelty or originality of your User Content.
You agree that Instant Brands has no obligation to monitor or enforce your intellectual property rights to your User Content but has the right to protect and enforce its and its licensees’ rights to your User Content. Instant Brands will not have any obligation to you with regard to User Content and Instant Brands may or may not monitor, display, or accept your User Content and may delete it at any time. You are solely responsible for any User Content you submit and its accuracy. We take no responsibility and assume no liability for any User Content posted by you or any third-party.
User Interactions and Disputes
You are solely responsible for your interaction with other users of the Sites, whether online or offline. We are not responsible or liable for the conduct of any user. We reserve the right, but have no obligation, to monitor or become involved in disputes between you and other users. Exercise common sense and your best judgment in your interactions with others, when you submit or post any personal or other information, and in all other online activities.
Acceptable Use Policy: Community Rules
When you contribute, upload or otherwise provide User Content to the Sites, you agree to comply with the following Community Rules ("Rules"):
- User Content must be yours. All User Content must be original with you, not copied from someone else's work, and you must have all rights in the User Content; OR, all persons who contributed in any way or have any rights to your User Content or otherwise appear in the User Content have given you permission to upload and distribute the User Content on the Site and elsewhere.
- No pictures or images of anyone without permission. If you choose to upload photos to the Sites, link to embedded videos, or include other images of real people, make sure you have their express permission to post it. If any of the people pictured are minors, you must obtain their parent or guardian’s express permission to have their image and name used by us. Before obtaining their permission and sharing the photo with us, send them a copy of or a link to these Terms.
- Don't upload third party materials. Your User Content should not contain any visible logos, phrases or trademarks or other third party materials. Do not use any User Content that belongs to other people and pass it off as your own. This includes any content that you might have found elsewhere on the Internet.
- No access-restricted content. Your User Content may not include content that contains restricted or password only access pages, or hidden pages or images.
- No music. Your User Content may not contain any music unless the work and performance is original to you and/or you have all rights to the musical work (including any performances). No jingles, sampling or otherwise.
- Keep it relevant. Your User Content should relate to the content on the Sites and should be intended to add to the discussion and community on the Site.
- Please follow codes of social decency. Express yourself with non-offensive individual self-expression. Be respectful of others' opinions and comments so we can continue to build a community for everyone to enjoy. If you think your User Content might offend someone, chances are it probably will and it doesn't belong on the Site. Cursing, flaming, harassing, stalking, posting insulting comments, personal attacks, gossip or similar actions are prohibited. Your User Content may not threaten, abuse or harm others. Your User Content may not include any negative comments that are connected to race, national origin, gender, sexual orientation or physical handicap or that are defamatory, slanderous, indecent, obscene, pornographic or sexually explicit.
- Do not post User Content to the Sites for commercial purposes. Your User Content may not advertise or promote a product, service, or promotions (like contests or sweepstakes) except those provided by us on the Sites. You may not use your User Content to raise money for anyone or for a pyramid or other multi-tiered marketing scheme. You may not engage in any activities that solicit passwords or personal information from other users for commercial or unlawful purposes.
- Do not upload User Content that is inappropriate or illegal. You may not submit any User Content that might be harmful to minors or any others. Your User Content may not promote any illegal activity. If someone could go to jail for taking action suggested by your User Content, don't upload or post it. If you do upload or post User Content that is illegal or in violation of applicable law, we reserve the right to take action that we deem appropriate, in our sole discretion, including reporting you to the proper governmental authorities.
- No violence. Your User Content may not promote violence or describe how to perform a violent act.
- Be honest and do not misrepresent yourself or your User Content. Do not impersonate any other person, user or company or upload or post User Content that you know is false, fraudulent, deceptive, inaccurate, misleading or that misrepresents your identity or affiliation with a person or company. You may not use a false e‑mail address or otherwise mislead us or third-parties as to the origin of any User Content.
- Reviews. Any reviews you post must reflect your true and honest experience with us and our products.
- Public forum. We hope that you will use the Sites to exchange information and content and have discussions with other members. However, please remember that you are submitting User Content to a public forum and User Content that you post will be accessible and viewable by other users. Do not post personal information (e.g., full name, password, phone number, address, e-mail address or other personally identifiable information or contact information).
- Don't share other people's personal information. Your User Content may not reveal another person's address, phone number, e-mail address, credit card number or any information that may be used to track, contact, or impersonate that individual or that is extremely personal in nature.
- Don't damage the Sites or anyone's computers. User Content may not contain viruses, Trojan horses, spyware or any other technologies that could impact the operation of the Site or any computer system or device.
In cases where you feel threatened or believe someone else is in danger, you should contact your local law enforcement agency immediately.
Prohibited Activities and Content
In addition to other prohibitions set forth in these Terms, the following is a partial and nonexclusive list of the kinds of activities and content that are prohibited on or through the Sites. You are prohibited from using the Sites or its content for any unlawful purpose:
- To solicit others to perform or participate in unlawful acts;
- To violate any international, federal, provincial/territorial or state regulations, rules, laws, or local ordinances;
- To engage in any activity that might be harmful to minors or others;
- To infringe upon or violate our intellectual property rights or the intellectual property rights of others;
- To harass, abuse, insult, harm, defame, slander, disparage, threaten, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
- To submit false or misleading information;
- To transmit “junk mail” or unsolicited mass mailing or “spam”;
- To upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality, security or operation of the Sites or any related websites or the Internet;
- To collect or track the personal information of others.
You agree that you will not: (a) use any robot, spider, other automatic device or manual process to monitor or copy web pages of the Sites or for any other unauthorized purpose without our prior expressed written permission; (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Sites; and (c) take any action that imposes an unreasonable or disproportionately large load on Instant Brands’ hardware and software infrastructure.
We reserve the right to terminate your use of the Sites for violating any of the prohibited uses or any other provisions of the Terms.
Accuracy, Completeness, and Timeliness of Information
This Sites have been developed by Instant Brands to provide you with information about Instant Brands’ products and services. The Sites may from time to time provide new information or data, but otherwise it is an archive of materials for your use. Like any printed material, the information and data on the Sites may become out of date over time.
We reserve the right to modify the contents of the Sites at any time, but we have no obligation to update any information on the Sites. You agree that it is your responsibility to monitor changes to the Sites. We shall not be liable to you or to any third-party for any such modification.
We are not responsible if information made available on the Site is not accurate, complete or current. The materials on the Sites are provided for general informational purposes only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. To the fullest extent permitted by applicable law, any reliance on the material on the Site is at your own risk.
Although Instant Brands uses reasonable efforts to maintain the accuracy and currency of the content of the Sites, Instant Brands makes no warranties or representations as to its accuracy or currency, as further described under Disclaimer of Warranties; Waiver
Third Party Links, Content, and Features
Certain content, features, products and services available via our Sites, or communications you receive from the Sites, may include materials from third parties that we do not control, maintain, or endorse and we are not responsible for examining or evaluating the content or accuracy of any third-party content.
Third-party links on the Sites may direct you to third-party websites or online services or features that are not affiliated with us, including third party stores selling Instant Brands products. When you purchase Instant Brands products through a third-party store, your billing relationship will be with the third party and additional terms imposed by the third party may apply to your purchase.
Functionality on the Site may also permit interactions between the Sites and a third-party web site or online feature, including applications that connect the Sites or your profile on the Sites with a third-party site (including, but not limited to, PayPal, other payment processors, Facebook, Instagram, YouTube, Twitter, and Pinterest). For example, the Sites may allow you to make a purchase through a third-party account. The Sites may also include a button enabling you to indicate, on your social networking page, that you “like” a specific product on the Sites, or a feature that lets you post to your social networking page a link to Site Content or the ability to share content from the Sites or your User Content posted on the Sites with a third party, which may be publicly posted on that third party’s web site. The Sites may also give you the ability to connect one of our products with a third-party feature. Using this functionality typically requires you to login to your account on the third-party site. We do not control any of these third-party sites or any of their content. Accordingly, you expressly acknowledge that we make no representation or warranties about the completeness, accuracy, or existence of any advertising, products, resources, content or other materials on or available from third party sites or online features and any reliance placed by you on such materials is at your own risk. If you choose to use applications that connect the Sites or your profile on a Site with a third-party site, you acknowledge and agree that you are consenting to the information about your account being shared; and that your use of these third-party applications may cause information about you to be publicly disclosed.
Any third-party links or content contained on these Sites shall not be construed as an endorsement by Instant Brands of any such linked third party sites or content. Instant Brands has not reviewed or researched the full content on these linked third-party sites or content and shall not be held responsible should you encounter any materials that are or may appear inaccurate, indecent or illegal. If you visit an inaccurate, indecent or illegal website that is linked to our Sites, please contact email@example.com and we will determine if the link should be removed from our Sites.
Neither Instant Brands nor its service providers are responsible for the practices of any third parties. Your correspondence and business dealings with third parties found through the Sites, including, without limitation, the payment and delivery of products and services, and any terms, conditions, warranties and representations associated with any such dealings, are solely between you and the third party. You acknowledge and agree that Instant Brands is not liable for any loss or damage which may be incurred by you as a result of your interaction with any third party.
Notification of Copyright Infringement
You may not use the Sites for any purpose or in any manner that infringes the rights of any third party. Instant Brands encourages you to report any content on the Sites that you believe infringes your rights. Only the intellectual property rights owner or person authorized to act on behalf of the owner can report potentially infringing content. Instant Brands will promptly process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (“DMCA”) and other applicable intellectual property laws.
In accordance with the DMCA, Instant Brands has a designated agent for receiving notices of copyright infringement and Instant Brands follows the notice and take down procedures of the DMCA. If you believe that content appearing on this Sites infringes any copyright rights or other complaint regarding alleged violation of rights, please send a notification of copyright infringement to Instant Brands’ Designated Agent for the Sites: DMCA Agent, Legal Department, 3025 Highland Parkway, Suite 700, Downers Grove, IL 60515, firstname.lastname@example.org.
To be effective, the notification must be a written communication that includes the following:
- 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 at a single online site 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 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;
- Information reasonably sufficient to permit the service provider 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.
If you believe that any content on the Sites violates your rights other than copyrights, please provide Instant Brands’ DMCA Agent with at least the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (c) an explanation of what rights you own/have and why you believe the content infringes your rights sufficient for us to evaluate your complaint; and (d) accurate contact information for you.
We have a policy of terminating the accounts of users who (in our reasonable discretion) are repeat infringers. It is often difficult to determine if your intellectual property rights have been violated or if the DMCA requirements have been met. We may request additional information before we remove any infringing material. If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove your content along with that of the alleged infringer pending resolution of the matter.
Instant Brands may attempt to provide you with notice if your materials have been removed based on a third- party complaint of alleged infringement of the third party's intellectual property rights.
Social Distribution and Widgets
Instant Brands may allow you – but only through express written permission – to engage in certain personal uses of Site Content that include the ability to share Site Content with others ("Social Distribution"). For example, the Sites may allow you to send Site Content to friends, display Site Content on your personal web site or post Site Content on a third-party web site. You understand that only Instant Brands can make claims, promises or statements on behalf of Instant Brands about its products and services and agree not to do so. You also agree that you will not imply that you and Instant Brands are affiliated in any way or that Instant Brands approves of your comments. We reserve the right to revoke our permission for Social Distribution at any time and for any reason and you agree to immediately cease Social Distribution upon notice of revocation and to comply with any terms we post in connection the Social Distribution of Site Content.
Similarly, a Site may provide content that you may choose to embed on your personal web page, third party web site or social networking site by pasting the HTML or other code provided by us (typically labeled as an embed code) (“Widgets”). Widgets are Site Content and subject to the limited, revocable license described above. We may discontinue providing the services necessary for the Widgets to operate or we may disable Widgets you have embedded at any time for any reason without any liability to you. You agree that our permission to you to use Widgets on your personal web page does not provide you (or any third party) with any intellectual property rights in or to the Widget or any Site Content made available via any Widget.
NOTICE TO THIRD PARTY SITES: Any Site Content made available in connection with your web page, social networking site, or otherwise, by our Widgets, third party widgets or otherwise is our exclusive property and no grant of any intellectual property rights is made by us. We retain the right to demand that you cease any use of our Site Content upon notice.
Instant Brands grants you the revocable permission to link to the Sites; provided, however, that any link to the Sites: (a) must not frame or create a browser or border environment around any of the content on the Site or otherwise mirror any part of the Site; (b) must not imply that Instant Brands or the Sites are endorsing or sponsoring any third party or its products or services, unless Instant Brands has given the third party prior written consent; (c) must not present false information about, or disparage, tarnish, or otherwise, in Instant Brand’s sole opinion, harm Instant Brands or its products or services; (d) must not use any Instant Brands trademarks without the prior written permission from Instant Brands; (e) must not contain content that could be construed as distasteful, offensive or controversial or otherwise objectionable (in Instant Brand’s sole opinion); and (f) must be owned and controlled by you or the person or entity placing the link, or otherwise permit you to enable such link subject to these Terms. By linking to the Sites, you agree that you do and will continue to comply with the above linking requirements. Notwithstanding anything to the contrary contained in these Terms, Instant Brands reserves the right to prohibit linking to the Site for any reason in our sole and absolute discretion.
The Sites may offer features that are available to you via your mobile phone or other mobile device. These features may include the ability to connect your Instant Brands product to an Instant Brands or third-party application, review and save recipes, interact and post content, access third party content and features, or otherwise access features of the Sites (collectively, “Mobile Features”). We may serve you some or all of our Mobile Features through an application that is owned and operated by a third-party developer. Message and data rates and other carrier fees may apply. Fees and charges will appear on your mobile device bill or be deducted from your pre-paid balance. Your carrier may prohibit or restrict certain Mobile Features and certain Mobile Features may be incompatible with your carrier or mobile device. Please contact your carrier with questions regarding these issues. As applicable, instructions regarding how to opt-out of Mobile Features will be disclosed in connection with Mobile Features. For example, the instructions may require you to text a keyword (e.g., “STOP”) to the applicable short code for the Mobile Feature.
The Sites may contain or offer sweepstakes or other promotions, which may be governed by a separate set of rules that describe the sweepstakes or promotion and may have eligibility requirements, such as certain age or geographic area restrictions. It is your responsibility to read those rules to determine whether or not your participation, registration or entry will be valid and to determine the sponsor's requirements of you in connection with the applicable sweepstakes or promotion.
Disclaimer of Warranties; Waiver
To the fullest extent permissible by applicable law, Instant Brands Holdings, Inc., its subsidiaries and affiliates, and their respective directors, officers, employees, agents, contractors, interns, suppliers, vendors, service providers, licensors, or other representatives of each of them (collectively, “Instant Brands Parties”) make no representations, warranties, endorsements, or conditions of any kind whatsoever, either express or implied, as to: (1) the Sites or Site Content, (2) products and services sold by Instant Brands (except as otherwise expressly provided in our Additional Terms, including our product warranties available here, (3) User Content; and/or (4) security associated with the transmission of information to Instant Brands or via the Sites.
Although Instant Brands uses reasonable efforts to ensure that all software provided at the Sites is suitable for use on a wide variety of computer systems, you should take reasonable and appropriate precautions to scan for computer viruses and ensure compatibility of the software with your specific computer system. To the fullest extent permissible by applicable law, the Instant Brands Parties disclaim all warranties: (1) that the Sites will meet your requirements; (2) that the Sites or access to them will be uninterrupted, timely, secure, or free of errors or omissions; (3) that defects will be corrected; (4) that the Sites or the servers hosting them will be free of viruses, other harmful code or components; or (5) that the Sites or its content will continue to be available. You agree that from time to time we may disable the Sites for indefinite periods of time or shut down the Sites at any time, without notice to you. The Instant Brands Parties shall have no liability for any such issues.
To the fullest extent permitted by applicable law, the Instant Brands Parties disclaim any express or implied warranties as to the Sites, including, without limitation, non-infringement, merchantability, merchantable quality, fitness for a particular purpose, durability, title, custom, trade, quiet enjoyment, system integration, and freedom from computer virus, and as to quality, availability and subject matter of content.
To the fullest extent permitted by applicable law, the Sites, Site Content, and all products and services sold by Instant Brands (except as otherwise expressly provided in our Additional Terms, including our product warranties available here are provided “as is”, “as available,” and “with all faults”.
Your access to, use of, and/or participation in the Sites, or inability to access, use, or participate, is solely at your own risk. If you are dissatisfied with the Sites, your sole and exclusive remedy is to discontinue accessing and using them. By accessing or using the Sites, you represent and warrant that your activities are lawful in every jurisdiction where you access or use the Sites. The Instant Brands Parties do not warrant that your use of the Sites is lawful in any particular jurisdiction, and the Instant Brands Parties specifically disclaim such warranties.
The Instant Brands Parties do not endorse User Content and are not responsible for User Content.
The Sites may contain forward-looking statements that reflect Instant Brands’ current expectation regarding future events and business development. The forward-looking statements involve risks and uncertainties. Actual developments or results could differ materially from those projected and depend on a number of factors including, but not limited to, the success of current programs, ongoing commercialization of products, regulatory approvals of products, validity and enforcement of patents, the stability of its commercial relationships, and the general economic conditions.
Limitation of Liability
To the maximum extent permitted by applicable law, you agree that in no event will the Instant Brands Parties be liable to you or anyone else for any injury, loss, claim, or any direct, indirect, consequential, special, incidental or punitive damages of any kind whatsoever (including, without limitation, damages resulting from (i) computer viruses, trojan horses or other destructive/disruptive code which may be downloaded from the Sites or any linked websites, and (ii) lost profits, loss of prospective economic advantage, lost data or business interruption) arising out of the Sites or Site Content, User Content, the use, inability to use, or the results of use of the Sites or any products or services, any websites linked to the Sites, or the content contained on any or all such websites, action taken in connection with an investigation by the Instant Brands Parties or law enforcement authorities regarding your use of the Sites, action taken in connection with copyright or other intellectual property owners, any errors or omissions in the Sites’ technical operation, any damage that results from events beyond our reasonable control, such as damages to any user’s computer, mobile device, or other equipment or technology including, without limitation, damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line or network failure or any other technical or other malfunction, whether or not based on warranty, contract, tort (including negligence), strict liability, or any other legal theory and whether or not advised of the possibility of such damages, or for any claim by another party. If your use of the Site Content results in the need for servicing, repair or correction of equipment or data, you assume all costs thereof. In no event will the Instant Brands Parties total liability to you for all damages, losses or causes or actions exceed the amount paid by you, if any, to Instant Brands for a product or service ordered through the Sites or, in the event there has been no amounts paid, the amount of ten United States dollars ($10.00). The prior limitation on damages is not intended to limit the Instant Brands Parties’ obligation to pay prevailing party costs or fees if recoverable pursuant to applicable law. The limitations set forth in this section will not limit or exclude the Instant Brands Parties’ liability for personal injury or property damage caused by the Instant Brands Parties, or for the Instant Brands Parties’ gross negligence, fraud or intentional, willful, malicious or reckless misconduct.
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law. By using the Sites, you hereby release the Instant Brands Parties from any and all claims, damages or losses of any kind or nature whatsoever, whether known or unknown, suspected or unsuspected, that you may have against them arising out of or in any way relating to the Sites.
By accessing the Sites, you understand that you may be waiving rights with respect to claims that are at this time unknown or unsuspected, and in accordance with such waiver, you acknowledge that you have read and understand, and expressly waive, the benefits of section 1542 of the Civil Code of California, and any similar law of any state or territory which provides as follows:
“A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
Section 20 – Indemnification
If you violate any of these Terms, your authorization to use the Sites automatically terminates and you must immediately destroy any downloaded or printed Site Content. We reserve the right to immediately terminate your access to or registration on the Sites, remove material from the Sites, take other remedial actions, and seek any remedies permitted by law. The obligation and liabilities of the parties prior to termination shall survive the termination of this agreement for all purposes.
We also reserve the right to investigate suspected violations of these Terms, including, without limitation, any violation arising out of any emails you send to the Sites or us. Any violation of these Terms may be referred to law enforcement authorities. We will cooperate fully with any law enforcement officials and/or agencies in the investigation of any person or persons who violate the Terms.
The failure of either party to insist upon or enforce strict performance by the other party of any provision of the Terms or to exercise any right under the Terms will not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance, rather, the same will be and remain in full force and effect. Neither the course of conduct between the parties nor trade practice will act to modify these Terms.
If any provision of these Terms shall be unlawful, void or unenforceable for any reason, then any such provision shall be deemed severable to the extent that it is lawful, void or unenforceable, but shall not affect the validity or enforceability of the remaining provisions to the fullest extent permitted by applicable law.
If a court or other decision-maker should determine that any provisions of these Terms is overbroad, unfair or unreasonable, such provision shall be given effect to the maximum extent possible by narrowing or enforcing in part that aspect of the provision found overbroad or unreasonable. The Section titles are inserted only as a matter of convenience and have no legal or contractual effect.
We may assign our rights and obligations under these Terms to any party at any time without any notice to you and upon such assignment we may be relieved of any further obligation hereunder. Terms may not be assigned by you without Instant Brands’ prior written consent. You represent to us that you have the authority to register with the Sites according to these Terms.
Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.
No amendment to or modification of these Terms, or action, or delay, will be binding unless in writing and signed by Instant Brands. Provisions of these Terms that would logically survive termination shall survive the termination of these Terms for any reason (including without limitation, Disclaimer of Warranties; Waiver, Limitation of Liability; Waiver and Arbitration).
These Terms and any Additional Terms constitute the entire understanding between the parties as to subject matter hereof, and supersede all prior agreements and understandings.
Location of the Sites and Territorial Restrictions
Instant Brands controls and operates the Site from offices located in the United States. The information provided on the Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Instant Brands to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the Sites or any portion of the Sites, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service or other feature that we provide.
Software related to or made available by the Sites may be subject to United States export controls. Thus, no software from the Sites may be downloaded, exported or re-exported: (a) into (or to a national or resident of) Cuba, North Korea, Iran, Syria or any other country to which the United States has embargoed goods or that has been designated by the U.S. government as “terrorist supporting”; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders, or (c) to any country or individual in a manner prohibited under the export control laws of the United States or Canada. By downloading any software related to this Site, you represent and warrant that you are not located in, under the control of, or a national or resident of, any such country or on any such list.
Except otherwise stated in the Arbitration Agreement (below), and excluding individual users who are resident in the province of Quebec, these terms are governed by and construed in accordance with the laws of the State of Illinois and the laws of the United States of America applicable therein without reference to the principles of conflicts of laws thereof, and this agreement is deemed entered in Illinois.
This Section 25 applies to the extent permitted by applicable law and does not apply to individual users who are resident in the province of Quebec.
Any dispute or claim or controversy arising from these Terms and/or out of or relating to your use of the Sites or any products or services sold or distributed by or through the Sites (including without limitation the arbitrability of any claim or controversy), will be resolved by binding arbitration, rather than in court, in accordance with the Federal Arbitration Act. The parties waive their rights to file suit in court to assert any allegation, claim, or cause of action against the other, or to have a jury trial on any allegation, claim, or cause of action, and any right to do so (including without limitation the right to a jury trial) is hereby waived. Notwithstanding the foregoing, you and Instant Brands, Inc. retain the right to seek remedies in small claims court for disputes or claims with the court’s jurisdiction, and Instant Brands, Inc. retains the right to apply to a court of competent jurisdiction for provisional or conservatory relief, including without limitation pre-arbitral attachments or injunctions, and to adjudicate disputes relating to the infringement or misuse or misappropriation of intellectual property.
In the event this venue will cause undue hardship to you, then, the discretion of the arbitrator, the arbitration will be conducted solely on the basis of documents submitted, with the parties participating through telephonic or video conference hearings, or at a location reasonably convenient to the parties in the state in which you reside at the time the arbitration is commenced, provided that it is within the Continental U.S. To the extent that any of the foregoing provisions are inconsistent with JAMS applicable standards then in effect, such JAMS rules shall apply.
Claims subject to this Arbitration Agreement will be conducted only on an individual basis and may not be arbitrated in a class, consolidated, collective or representative action, and you will not be able to participate in an arbitration as a representative or member of any class of claimants pertaining to the claim.
You agree that any claim or controversy you may have arising out of, or relating to, your use of the Sites must be initiated via arbitration as detailed in this section within the applicable statute of limitations for that claim or controversy, or it will be forever barred. Likewise, you agree that all applicable statutes of limitation will apply in such arbitration in the same manner as those statutes of limitation would apply in a court of competent jurisdiction in the U.S.
All aspects of the arbitration and award shall be confidential, except to the extent disclosure is necessary in connection with an application to a court for a preliminary or permanent injunction, a petition to confirm or vacate an award, to obtain legal or other professional advice necessary for the protection of a party’s rights, or as required by law or judicial decision.
Subject to you demonstrating that the costs of arbitration will be prohibitive as compared to the costs of litigation, Instant Brands will pay as much of the fees charged to you by JAMS as the arbitrator deems necessary to prevent the arbitration from being cost prohibitive to you.
The arbitrator will not have authority to award punitive or exemplary damages, and the parties waive any right to recover such damages. As part of the award, the prevailing party shall be awarded its costs, including without limitation arbitration fees, expert witness fees, if any, and reasonable attorney’s fees.
If any portion of this Arbitration Agreement is found to be invalid, illegal or unenforceable, for any reason, that specific portion shall be severed from the rest, but such severance shall not affect the enforceability of the remainder of this agreement. No waiver of any provision of this Arbitration Agreement will be effective or enforceable unless recorded in a writing signed by the party waiving the provision, and any such waiver shall not waive or affect any other provision of this agreement.
The foregoing provisions limit certain rights, including without limitation, the right to maintain a court action, the right to a jury trial, the right to participate in any form of class or representative claim, the right to engage in discovery except as provided in the JAMS rules and these dispute resolution terms, and the right to certain remedies and forms of relief; provided that nothing herein will restrain a California resident’s right, if any, to seek public injunctive relief as permitted by law. Other rights that you would have in court also may not be available in arbitration.
Special Terms for Apple iOS Users
Notwithstanding any other provision within these Terms, the following additional terms are applicable to those using any Instant Brands application on an Apple iOS device: You understand that these Terms are between you and Instant Brands only and not Apple, Inc. (“Apple”) and that Instant Brands (or the third party developer that may own and operate the Mobile Features) are responsible for the Mobile Features and the content thereof, but that Apple and its subsidiaries are third-party beneficiaries of these Terms and have the right to enforce them against you. You understand that, should the Mobile Features fail to conform to any applicable warranty not disclaimed above, you may notify Apple and Apple will refund the purchase price (if any), but that Apple has no maintenance, support, or (to the maximum extent permitted by applicable law) other warranty obligations to you with regard to the Mobile Features. Apple is not responsible for any product liability claims or claims that the Mobile Features or your use thereof fails to conform to any applicable legal or regulatory requirement or infringes a third party’s intellectual property rights. If you have any questions or concerns regarding the Mobile Features, please contact Instant Brands as described below.
If you have any questions or concerns about the Terms, email us at Legal@InstantBrands.com; or write to us at: Legal Department, 3025 Highland Parkway, Suite 700, Downers Grove, Illinois 60515.