Site Terms of Use

               

Effective Date: July 23, 2015

               

Handpick Inc. (referred to as “Handpick,” “Company,” “us,” “our,” or “we”) provides the www.handpick.com site and its mobile applications (collectively “Platform”), various related products and services (collectively “Services”), and various related products available for purchase (collectively, as applicable, an “Order”) that which may or not include the delivery of ingredients and other related products (collectively, as applicable, the “Products”), subject to your compliance with these terms, conditions, and notices contained or referenced herein (the “Terms of Use”), as well as any other written agreement between Handpick and you or your company. In addition, when using particular Services on this Platform, users shall be subject to any posted guidelines or rules applicable to such Services that may contain terms and conditions in addition to those in these Terms of Use. All such guidelines or rules are hereby incorporated by reference into these Terms of Use. By completing any Platform registration process or using this Platform, you agree to be bound by these Terms of Use. If you do not wish to be bound by these Terms of Use, please discontinue use of the Platform immediately. Your remedy for dissatisfaction with this Platform, or any Services, content, or other information available on or through this Platform, is to stop using the Platform and / or those particular Services. Your agreement with us regarding compliance with these Terms of Use becomes effective immediately upon commencement of your use of this Platform.                

               

1. YOUR ACCESS TO THE PLATFORM

               

To access this Platform or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of this Platform that all the information you provide on this Platform will be correct, current, and complete and that you will abide by these Terms of Use. If Handpick believes that the information you provide is not correct, current, or complete, that you have violated any provision in these Terms of Use, or if a third-party service is no longer available through Handpick for any reason, Handpick has the right to refuse you access to this Platform or any of its resources, to suspend your access to any of Handpick’s Services or the services of its third-party service provider, or to temporarily suspend or permanently terminate your user account, with or without a prorated refund of any prepaid amounts in its sole discretion. You agree that all information you provide to register with this Platform or otherwise, including but not limited to through the use of any interactive features on the Website, is governed by our Privacy Policy, located at www.handpick.com/privacy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.                

               

If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Platform or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.                

               

2. RESTRICTIONS ON YOUR USE

               

You are granted a nonexclusive, nontransferable, revocable, limited license to access and use this Platform in accordance with these Terms of Use. You may use this Platform for purposes expressly permitted by this Platform. As a condition of your use of the Platform and Services, you warrant to us that you will not use the Platform or Services for any purpose that is prohibited by these terms, conditions, and notices and will do none of the following:                

               
                       
  • Conduct or promote any illegal activities while using the Platform or Services;
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  • Upload, distribute or print anything that may be harmful to minors;
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  • Transmit any material which violates or infringes upon the rights of others, or unlawful;
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  • Transmit any information that we believe to be, in our sole discretion, abusive, excessively violent, harassing, defamatory, vulgar, obscene, lewd, lascivious, or otherwise objectionable;
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  • Attempt to reverse engineer or jeopardize the correct functioning of the Platform or Services, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Platform;
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  • Attempt to gain access to secured portions of the Platform or Services to which you do not possess access rights or obtain or attempt to obtain any materials, content, or information through any means not intentionally made available or provided for through the Platform or Services;
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  • Upload or transmit any form of virus, worm, Trojan horse, or other malicious code;
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  • Use the Platform or Services to generate unsolicited email advertisements or spam;
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  • Use any automatic or manual process to harvest or scrape any information or content from the Platform or Services. Any scraping of content from our Platform for any reason, either through automated or manual means, is strictly prohibited;
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  • Interfere in any way with the proper functioning of the Platform and Services;
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  • Use the Platform or Services in any manner which could disable, overburden, damage, or impair the Platform or interfere with any other party’s use and enjoyment of the Platform;
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  • Impersonate another user or an employee of Handpick, or its partners or providers;
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  • “Frame,” inline link or similarly display the Platform’s content or property without the express prior written permission of an authorized representative of Handpick;
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  • Co-brand this Platform without the express prior written permission of an authorized representative of Handpick. For purposes of these Terms of Use, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this Platform or content accessible within this Platform; or
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You agree to cooperate with Handpick in causing any of the prohibited activities set forth in this section to immediately to cease.                

               

3. PAYMENT OF FEES

               

If you subscribe to or order a Service on this Platform that requires payment of a fee, you agree to pay all associated fees upfront, as well as as on a recurring monthly basis, or as otherwise required by the Service. Unless otherwise agreed to in writing, we will bill your credit card for all charges for Services on this Platform. Recurring charges shall be billed in advance of Service. One-time charges will require immediate payment before a transaction can be processed. You agree to provide us with accurate and complete billing information as required for us to process the fee, including, for example, valid credit card information, your name, address, and telephone number, and to provide us with any changes in such information within 5 business days of the change. If, for any reason, your credit card company refuses to pay the amount billed for the Service, you agree that we may, at our sole option, suspend or terminate your subscription to the Service and require you to pay the overdue amount immediately by other means acceptable to us. You agree that, until your subscription to the Service is terminated, you will continue to accrue charges for which you remain responsible, even if you do not use the service. In the event that legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.                

               

4. TRADEMARKS

               

The Handpick name, the term Handpick, the Handpick logo, and all related names, logos, product and service names, designs and slogans are trademarks of Handpick or its affiliates or licensors. You must not use such marks without the prior written permission of Handpick or as otherwise set out in these Terms of Use. All other names, logos, product and service names, designs and slogans on this Platform are the trademarks of their respective owners.                

               

5. HANDPICK AND THIRD-PARTY PROPRIETARY INFORMATION

               

The material, content, and Services accessible from this Platform, including, but not limited to, any other website owned, operated, licensed, or otherwise controlled by us (the “Content”) is the proprietary information of Handpick or the party that provided or licensed the Content to Handpick, whereby such providing party retains all right, title, and interest in the Content. Accordingly, the Content may not be copied, decompiled, reverse engineered, disassembled, transferred, distributed, republished, resold, sublicensed, uploaded, posted, used to create derivative works, or transmitted in any way without the prior written consent of Handpick or the Content owner, except that you may print out a copy of the Content solely for your personal use. In doing so, you may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Content. Modification or use of the Content except as expressly provided in these Terms of Use violates Handpick’s intellectual property rights. Neither title nor intellectual property rights are transferred to you by access to this Platform. Notwithstanding this provision, users of Handpick Services and the Platform are not permitted to use the Content as a component of, or basis for, a database prepared for use by the said user or any third party. Furthermore, all copies of Content, whether in print or electronic form, must incorporate all of Handpick’s or third-party copyright and / or other intellectual property rights notices.                

               

6. SUBMITTED DATA

               

Handpick agrees that it has no rights to the data, documents, information or material that you submit in the course of using the Platform and Services (“Submitted Data”) except as set forth in this Terms of Use or in another agreement between you and Handpick. When submitting data, you, and not Handpick, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Submitted Data. Handpick shall not be responsible or liable for the continued use, deletion, correction, destruction, damage, loss, or failure to store any Submitted Data. By using the Services, you represent and warrant to Handpick that you have the legal right to submit the Submitted Data. You agree to indemnify, defend and hold Handpick harmless from any liability caused by your submission of Submitted Data in violation of a third party’s copyright or other rights of ownership. Handpick reserves the right to withhold, remove and/or discard Submitted Data without notice for any breach, including without limitation, non-payment of fees. In addition, Handpick reserves the right to withhold, remove and/or discard any Submitted Data submitted to Handpick, which, in Handpick’s sole opinion, is pornographic or otherwise in violation of Handpick’s internal policies for publishable material. WE MAKE NO REPRESENTATION OR WARRANTY THAT ANY DATA SUBMITTED TO US WILL BE RETAINED FOR ANY PARTICULAR PERIOD OF TIME, AND YOU AGREE TO MAINTAIN ON YOUR SERVERS DUPLICATE COPIES OF ALL SUBMITTED DATA SUBMITTED TO US.                

               

7. MATERIAL

               

You agree not to post or store on the Platform any software, information, data, databases, music, audio, video or audiovisual files, photographs, images, documents text, digital files or other material (“Material”) that violates or infringes anyone’s intellectual-property rights (including copyrights, trademarks, trade secrets, patents, publicity rights or (to the extent protectable) confidential ideas) or that violates U.S. law or that is obscene, obscene as to minors, child pornography, defamatory, racist, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable.                

               

8. FOOD BLOG PARTNER PROGRAM

               

We provide select food bloggers with the opportunity to share their recipes on our Platform via our blog partner program (“Food Blog Partner Program”). If you are a food blogger who is interested in the opportunity to share your recipes or aggregated content on our Platform and to drive more traffic to your blog or site, contact Christina our community manager at Christina@handpick.com                

               

If you qualify for our Food Blog Partner Program, and with your permission, Handpick will visit your designated blog or site and collect Material to post on our Platform, subject to the license below. We will then tag any Material posted on our platform and provide links to your Material, which will drive traffic back to your blog or site. Although Handpick uses its best efforts when tagging Materials, the tagging process itself is not guaranteed to be accurate.                

               

Handpick reserves the right to determine whether or not a particular blogger or content curator qualifies for the Blog Partner Program. In the event that a food blogger or content curator terminates his or her account with us, we shall discontinue any further content collection from the subject blog or site but any license for Handpick to use the collected Material, as set forth in this Terms of Use, shall survive such termination.                

               

9. LICENSE FOR YOUR MATERIAL

               

By posting Material to this Platform or providing Handpick with the permission to collect your Material, through automated or manual means, and posting the same on your behalf, you grant us a perpetual, irrevocable, nonexclusive, royalty-free worldwide license to reproduce, adapt, distribute, perform (either publicly or by digital audio transmission) or publicly display all or any portion of the Material on the Platform. The preceding license for your Material shall survive any suspension or termination of your account. You further represent and warrant that you own all rights, titles, and interests to such Material in full and without restrictions.                

               

You expressly agree that we may remove, disable, or restrict access to or the availability of any Material from the Platform (including, but not limited to, Material that you have posted or stored) that we believe, in good faith and in our sole discretion, to violate the Terms of Use (whether or not we are actually correct in our assessment) or that is the subject of a notification duly sent to us pursuant to the Digital Millennium Copyright Act. If you believe that we have acted mistakenly with respect to certain material, you may contact us at support@handpick.com, in which case we may investigate the matter further, though we retain full right and sole discretion as to whether or not to remove the material. Under no circumstances may we be held liable for removing, disabling, or restricting access to or the availability of Material. The provisions of this section are intended to implement these Terms of Use and are not intended to impose a contractual obligation on the owners or operators of the Platform to undertake, or refrain from undertaking any particular course of conduct.                

               

10. DIGITAL MILLENNIUM COPYRIGHT ACT COMPLIANCE

               

We respect the intellectual-property rights of others and expect users of the Platform to do the same. In our sole and absolute discretion, we may terminate the accounts of users who infringe the intellectual-property rights of others. You may contact our agent as indicated below if you believe that a work protected by a U.S. copyright that you own has been posted or stored on the Platform without authorization. To file a copyright infringement notification with us, you will need to send a written communication that includes substantially the following (please consult your legal counsel or see Section 512(c)(3) of the Digital Millennium Copyright Act to confirm these requirements):                

               
                       
  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive intellectual property 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. Providing URLs in the body of your notification is the best way to help us locate content quickly;
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  • Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
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  • 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
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  • 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.
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Please note that the information provided in your legal notice may be forwarded to the person who provided the allegedly infringing content.                

               

Under Section 512(f) any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability for damages, so please do not make false claims.                

               

You may contact our agent at:
DMCA Notice
Attention: Payman Nejati Likoo Kelaieh
531 Howard Street
Suite #01
San Francisco, CA 94107
copyright@handpick.com                

               

After submitting a copyright infringement notification, copyright owners may realize that they misidentified content or that they may otherwise change their mind. As a result, we will honor retractions of copyright claims from the party who originally submitted them. To retract a notification, please send a statement of retraction, the complete and specific URL of the content in question, and an electronic signature to copyright@handpick.com.                

               

Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability.                

               

It is our policy to terminate, in appropriate circumstances, the access rights of repeat infringers.                

               

11. SERVICE UPDATES

               

The Platform and Services may need updating from time to time. These updates may temporarily disrupt use of the Platform or Services and are designed to improve, enhance, and further develop the Platform or Services and may take the form of bug fixes, enhanced functions, new Service offerings, and updated Services. You agree to receive such updates as part of your use of the Services.                

               

12. LINKS

               

This Platform may contain links to other sites which are not maintained by, or related to, us. Links to such sites are provided as a service to users and are not sponsored by or affiliated with this Platform or us. Handpick has not reviewed any or all of such sites and is not responsible for the content of those sites. Handpick is not responsible for webcasting or any other form of transmission received from any linked site. Links are to be used and third-party sites accessed at the user’s own risk, and Handpick makes no representations or warranties about the content, completeness or accuracy of these links or the sites hyper-linked to this Platform. We provide links as a convenience, and the inclusion of any link to a third-party site does not necessarily imply endorsement by us of that site or any association with its operators.                

               

13. ADVERTISEMENTS

               

Some of the Services may be supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to Content, user-generated content, queries, or other information. The manner, mode, and extent of advertising by or permitted by us on the Platform are subject to change without specific notice to you. In consideration for our granting you access to and use of the Platform and Services, you agree that we may place such advertising on the Platform or Services.                

               

14. MESSAGES, REQUESTS, OR OTHER COMMENTS OR CONTENT TO OR FOR US

               

The Platform may provide you with the ability to contact us through email addresses, contact forms, or other means. To the extent that you do so and send along any ideas, input, feedback, or anything of similar nature, you grant us a perpetual, irrevocable, nonexclusive, royalty-free license to use any such ideas, input, feedback, or anything of similar nature to change our existing products or services, to develop new products or services, or otherwise in our business.                

               

15. NOTICE ABOUT THE AVAILABILITY OF PARENTAL CONTROL PROTECTIONS

               

Parental control protections (such as computer hardware, software, or filtering services) are commercially available to assist you in limiting access to material that is harmful to minors. KidsWatch, AVG Family Safety, Safe Eyes, Netgear Live Parental Controls, NETBLOX, and ZoneAlarm SocialGuard are examples of these tools, though we are not affiliated with nor do we endorse any of them.                

               

16. GEOGRAPHIC RESTRICTIONS

               

The owner of the Platform is based in the state of California in the United States. We make no claims that the Platform or any of its content is accessible or appropriate outside of the United States. Access to the Platform may not be legal by certain persons or in certain countries. If you access the Platform from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.                

               

17. TERMS OF SALE

               
1. Payment and Billing Information
               

By providing a credit card or other payment method that we accept, you represent and warrant that you are authorized to use the designated payment method and that you authorize us (or our third party payment processor) to charge your payment method for the total amount of the Orders that are part of our Services made accessible through our Platform. An Order may or may not include the delivery of our products, which may or not include fresh and non-perishable ingredients and other related products.                

               

If the payment method cannot be verified, is invalid or is otherwise not acceptable, your Order may be suspended or cancelled. You must resolve any problem we encounter in order to proceed with your Order. In the event you want to change or update payment information associated with your Handpick account, you can do so at any time by logging into your account and editing your payment information.                

               

You acknowledge that the amount billed may vary due to promotional offers, changes in any applicable charge, and you authorize us (or our third party payment processor) to charge your payment method for the corresponding amount.                

               
2. Cancellation Policy
               

If you are purchasing an Order from us, you may cancel the purchase no later than 24 hours before your order is scheduled to be delivered to the address that you provided as your delivery address.                

               
3. Shipping and Handling
               

You agree to pay any shipping and handling charges shown at the time you make a purchase. We reserve the right to increase, decrease, add or eliminate shipping and handling charges from time to time, but we will provide notice of the charges applicable to you before you make your purchase. Generally, shipping is handled by a third party courier. When you purchase an Order from Handpick, any shipping times shown on the Platform are estimates only. Actual delivery dates may vary. You agree that you will not obtain, or directly ship, a Product for export. All Services purchased from us are made pursuant to a shipment contract. This means that title to and the risk of loss of Products that may be delivered as part of our Services passes to you upon our delivery of the Products to the third party courier.                

               

Ownership of the Products will only pass to you when we receive full payment of all sums due in respect of the Products, including delivery charges.                

               

You agree that Handpick does not assume responsibility for any products, content, services, websites, advertisements, offers, or information that is provided by third parties and made available through our Services. If you purchase, use, or access any such products, content, services, advertisements, offers, or information through the Services, you agree that you do so at your own risk and that Handpick will have no liability based on such purchase, use or access.                

               

You are responsible for inspecting all Products you receive from us for any damage or other issues upon delivery. In addition, you are solely responsible for determining the freshness of the Products you receive. You should always inspect your delivery to confirm that the Products arrive in a cool, refrigerated condition. We recommend that you use a thermometer to inspect the temperature zone within the container in which any meat, poultry or seafood Product is located. In the unlikely event that such temperature is unsatisfactory, or you have any other reason to believe that any other Product in your delivery is not suitable for consumption, contact us at hello@handpick.com and discard the item. To maintain the quality and integrity of the Products, we recommend that you immediately refrigerate all perishable Products upon delivery and follow the U.S. Department of Agriculture’s (“USDA”) instructions on refrigeration and food safety, which can be found here. We also recommend to consume any perishable item in our Products within 5 (five) days of delivery.                

               

From the time of delivery, the condition and consumption of the Products are solely at your risk, and you are solely responsible for the proper and safe washing, handling, preparation, storage, cooking, use and consumption of the Products following delivery. We recommend that you follow the USDA’s instructions on safe food handling, which can be found here.                

               

We also recommend that all cooking instructions be followed and that you use a food thermometer to ensure that all meat, poultry, seafood and other applicable items are cooked to the USDA’s recommended internal temperatures, which can be found here. failure to follow safe food handling practices and temperature recommendations may increase the risk of foodborne illness. in addition, pregnant women, young children, the elderly and individuals with compromised immune systems should follow the u.s. food and drug administration’s recommendations on food consumption for at-risk groups, which can be found here.                

               

If you are not at home when your delivery arrives, the courier will generally leave the package for you at your door. Our Products are packaged with insulated liners and gel ice packs and will typically remain cold and fresh for several hours (the exact number of hours may vary according to the delivery zone’s climate conditions) , but depending on the season and temperature in your geographic area at the time of delivery, advance planning by you should be made for proper storage of your meal ingredients prior to consumption. In certain areas, you may be able to provide additional delivery instructions when setting up your Handpick account, such as requesting that your delivery be left with a doorman or neighbor, or that your delivery be left in a shaded area.  Any individual at the delivery address who accepts a delivery from us is presumed to be authorized to receive such delivery. In cases in which you have designated an alternative receiver, such person shall accept the delivery under all of the same terms and conditions that would apply had you accepted the delivery yourself.                

               

In the case of inclement weather or other events beyond our control that interfere with our ability to deliver your Products, we will attempt to deliver your Products as soon as reasonably possible. In some cases, delivery may occur prior to the scheduled delivery date. In the event that timely delivery of your Products is not feasible, we will cancel your Products delivery for the period so affected and issue you a credit of the purchase price for that Products.                

               
4. Pricing and Availability
               

All prices are shown in U.S. dollars and other charges, if any, are additional. We reserve the right to adjust prices as we may determine in our sole discretion, at any time and without notice; provided, however, that if we change the amounts or other charges associated with your Order, we will provide advance notice of such changes at least three days in advance. The shipment of your Order, as applicable, to you after our delivery of such notice will confirm your acceptance of such changes.                

               

All of our Products offered through our Services are subject to availability, and we reserve the right to impose quantity limits on any Order, to reject all or part of an Order, to discontinue offering certain Products and to substitute Products (including, but not limited to, specific Product ingredients) without prior notice. We strive to provide you with high-quality Products, and given the perishable nature of certain Products and market conditions beyond our control, we may be required to make substitutions from time to time. If you are not satisfied with a substitution, please contact us at hello@handpick.com.                

               
5. No Resale
               

You are not permitted to resell or otherwise use the Products for commercial purposes.                

               
6. Dissatisfaction
               

If you are dissatisfied with any Product you received from us, for any reason, please contact us at support@handpick.com or hello@handpick.com within two (2) days of the date you received the meal ingredients and we will address your request in a reasonable time. We may require the return or photographic documentation of any meal ingredient with which you are dissatisfied.                

               

18. LIMITATION OF LIABILITY

               

HANDPICK, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS WILL NOT BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF HANDPICK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE COLLECTIVE LIABILITY OF HANDPICK AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE LESSER OF FEES PAID OR PAYABLE FOR THE 6-MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY.                

               

If we fail to comply with these terms and conditions we shall only be liable to you for, at most, the purchase price of the Products.                

               

Nothing in this agreement excludes or limits our liability for any matter for which it would be illegal for us to exclude or attempt to exclude our liability.                

               

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU, ON BEHALF OF YOUR HEIRS, EXECUTORS, ADMINISTRATORS, LEGAL AND PERSONAL REPRESENTATIVES, HEREBY RELEASE, WAIVE, ACQUIT AND FOREVER DISCHARGE HANDPICK AND THE OTHER HANDPICK PARTIES FROM AND AGAINST, AND COVENANT NOT TO SUE ANY SUCH HANDPICK PARTY FOR, ALL CLAIMS YOU HAVE TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HANDPICK OR ANY OF THE OTHER HANDPICK PARTIES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE, INCOME OR PROFITS, LOSS OF USE OR DATA, LOSS OR DIMINUTION IN VALUE OF ASSETS OR SECURITIES, OR DAMAGES FOR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS OR USE OF THE SITES OR CONTENT OR THE ORDER, RECEIPT OR USE OF ANY PRODUCT OR OTHERWISE RELATED TO THESE TERMS (INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED FROM HANDPICK, OR FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO HANDPICK’S RECORDS, PROGRAMS OR SYSTEMS), REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), STRICT PRODUCT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY (EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE).                

               

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF HANDPICK AND THE OTHER HANDPICK PARTIES (JOINTLY) ARISING OUT OF OR IN ANY WAY RELATED TO (A) THE ORDER, RECEIPT OR USE OF PRODUCTS PURCHASED FROM THE HANDPICK MARKET EXCEED THE AMOUNT PAID FOR SUCH PRODUCTS; AND (B) THE ORDER, RECEIPT OR USE OF MEAL INGREDIENTS, OR ACCESS OR USE OF THE SITES OR CONTENT, EXCEED THE GREATER OF $250 OR THE AMOUNT YOU PAID TO US IN THE LAST ORDER IMMEDIATELY PRECEDING THE DATE ON WHICH YOUR CLAIM AROSE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IN THE EVENT YOUR REMEDIES HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE, AND THE FOREGOING SHALL CONSTITUTE HANDPICK AND THE OTHER HANDPICK PARTIES’ SOLE LIABILITY AND OBLIGATION IN RESPECT HEREOF, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, SIMPLE NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), STRICT PRODUCT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY.                

               

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU, ON BEHALF OF YOUR HEIRS, EXECUTORS, ADMINISTRATORS, LEGAL AND PERSONAL REPRESENTATIVES, HEREBY RELEASE, WAIVE, ACQUIT AND FOREVER DISCHARGE HANDPICK AND THE OTHER HANDPICK PARTIES FROM AND AGAINST, AND COVENANT NOT TO SUE ANY SUCH HANDPICK PARTY FOR, ALL CLAIMS YOU HAVE OR MAY HAVE ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE 1542, WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”                

               

19. DISCLAIMER

               

You understand that Handpick cannot and does not guarantee or warrant that files available for downloading from the Internet will be free of viruses, worms, Trojan horses or other code that may manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this Platform for any reconstruction of any lost data. Handpick does not assume any responsibility or risk for your use of the Internet.                

               

YOUR USE OF THIS PLATFORM IS AT YOUR OWN RISK. THE CONTENT IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. HANDPICK DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. HANDPICK DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. HANDPICK DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND HANDPICK MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU, AND NOT HANDPICK, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE TO YOU OR YOUR PROPERTY ARISING FROM THE USE OF THIS PLATFORM OR ITS CONTENT. HANDPICK MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.                

               

All of the information in this Platform, whether historical in nature or forward-looking, speaks only as of the date the information is posted on this Platform, and Handpick does not undertake any obligation to update such information after it is posted or to remove such information from this Platform if it is not, or is no longer accurate or complete.                

               

YOU ARE SOLELY RESPONSIBLE FOR THE PROPER AND SAFE WASHING, HANDLING, PREPARATION, STORAGE, COOKING, USE AND CONSUMPTION OF THE PRODUCTS YOU RECEIVE FROM US. YOU ARE ALSO SOLELY RESPONSIBLE FOR KNOWING ABOUT ANY FOOD ALLERGIES YOU MAY HAVE AND VERIFYING THE PRODUCTS AND THEIR CONTENTS BEFORE HANDLING, PREPARING, USING OR CONSUMING SUCH PRODUCTS. FURTHER, YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT WE STORE, PORTION AND PACKAGE PRODUCTS CONTAINING ALL EIGHT (8) MAJOR U.S. ALLERGENS (MILK, WHEAT, EGG, SOY, FISH, SHELLFISH, PEANUTS AND TREENUTS) AND CANNOT GUARANTEE THAT CROSS-CONTAMINATION WILL NOT OCCUR BETWEEN PRODUCTS.                

               

WE ATTEMPT TO DISPLAY THE PRODUCTS AND OTHER MATERIALS AND INFORMATION YOU VIEW ON THE SITES, INCLUDING PRICING, AS ACCURATELY AS POSSIBLE. HOWEVER, WE DO NOT GUARANTEE THE ACCURACY OF SUCH MATERIALS AND INFORMATION AND ARE NOT RESPONSIBLE FOR ANY CLAIMS ARISING OR RESULTING FROM YOUR RELIANCE THEREON. IN THE EVENT OF AN ERROR ON OUR SITES, IN AN ORDER CONFIRMATION, IN PROCESSING OR DELIVERING AN ORDER OR OTHERWISE, WE RESERVE THE RIGHT TO CORRECT SUCH ERROR AND REVISE YOUR ORDER ACCORDINGLY (INCLUDING CHARGING THE CORRECT PRICE) OR TO CANCEL YOUR ORDER AND ISSUE YOU A REFUND. YOU FURTHER AGREE THAT THE PRODUCTS AND OTHER MATERIALS YOU RECEIVE IN YOUR ORDER MAY VARY FROM THE PRODUCTS AND MATERIALS DISPLAYED ON THE SITES DUE TO A NUMBER OF FACTORS, INCLUDING, WITHOUT LIMITATION, SYSTEM CAPABILITIES AND CONSTRAINTS OF YOUR COMPUTER, MANUFACTURING PROCESS OR SUPPLY ISSUES, THE AVAILABILITY AND VARIABILITY OF PRODUCTS, DISTINCT COOKING OR OTHER PREPARATION METHODS AND VARIABILITY OF COOKING EQUIPMENT AND APPLIANCES. THE SITES MAY CONTAIN INFORMATION ABOUT PRODUCTS THAT ARE NOT AVAILABLE IN EVERY LOCATION. A REFERENCE TO A PRODUCT ON THE SITES DOES NOT IMPLY OR GUARANTEE THAT IT IS OR WILL BE AVAILABLE IN YOUR LOCATION OR AT THE TIME OF YOUR ORDER.                

               

EXCEPT AS MAY BE PROVIDED IN A WARRANTY BY THE MANUFACTURER OF A PRODUCT, ALL SERVICES AND PRODUCTS AND THE SITES AND CONTENT ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. HANDPICK DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE SITES, CONTENT AND PRODUCTS, ANY WARRANTIES THAT ARISE FROM TRADE USAGE OR CUSTOM, AND ANY WARRANTIES THAT THE SITES OR PRODUCTS WILL BE FREE AND CLEAR FROM ANY ADVERSE LIEN OR SECURITY INTERESTS.                

               

We reserve the right to change any and all Content and to modify, suspend or stop providing access to the Platform (or any features or functionality of the Platform) and the Products at any time without notice and without obligation or liability to you. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier, vendor or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by us. Some jurisdictions do not allow the disclaimer of implied terms in contracts with consumers, so some or all of the disclaimers in this section may not apply to you.                

               

USE OF THE SUPPORT IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE PERIODICALLY MADE TO THE WEBSITE AND MAY BE MADE AT ANY TIME WITHOUT NOTICE TO YOU. THE SUPPORT IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. HANDPICK MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE SUPPORT OR THE CONTENT OF ANY WEBSITES LINKED TO THE HANDPICK WEBSITE. HANDPICK 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 YOUR ACCESS TO AND USE OF THE HANDPICK WEBSITE OR THE SUPPORT; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF HANDPICK’S SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN.                

               

HANDPICK DOES NOT WARRANT THAT THE PLATFORM WILL OPERATE ERROR-FREE OR THAT THE WEBSITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL GOODS. IF YOUR USE OF THE WEBSITE RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, HANDPICK SHALL NOT BE RESPONSIBLE FOR THOSE COSTS. HANDPICK, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS AND THE WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE. HANDPICK MAKES NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE CONTENT, SERVICES, SUPPORT, SOFTWARE, TEXT, GRAPHICS OR LINKS. HANDPICK AND THIRD PARTIES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.                

               

20. INDEMNITY

               

You will indemnify and hold Handpick, its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of these Terms of Use by you, including any use of Content other than as expressly authorized in these Terms of Use. You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and attorneys’ fees of the Indemnified Parties in connection therewith. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the information accessed from this Platform.                

               

21. SECURITY

               

Any passwords used for this Platform are for individual use only. You will be responsible for the security of your password. Handpick will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that Handpick considers insecure, Handpick will be entitled to require the password to be changed and/or terminate your account.                

               

You are prohibited from using any Services or facilities provided in connection with this Platform to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Handpick reserves the right to release your details to system administrators at other sites in order to assist them in resolving security incidents. Handpick reserves the right to investigate suspected violations of these Terms of Use.                

               

Handpick reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Handpick to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Use. BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD HARMLESS HANDPICK FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY HANDPICK DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER HANDPICK OR LAW ENFORCEMENT AUTHORITIES.                

               

22. EVENTS OUTSIDE OUR CONTROL

               

We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a purchase of an Order that is caused by events outside our reasonable control (Force Majeure Event).                

               

Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:                

               

Strikes, lock-outs or other industrial action;                

               

Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war;                

               

Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;                

               

Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;                

               

Impossibility of the use of public or private telecommunications networks; and                

               

The acts, decrees, legislation, regulations or restrictions of any government.                

               

Our performance under any Service or Order is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Order may be performed despite the Force Majeure Event.                

               

Availability and Delivery. Your order will be fulfilled by the delivery date set out in the Confirmation or, if no delivery date is specified, then within 30 days of the date of the Confirmation, absent the occurrence of a Force Majeure Event. In the event of a Force Majeure Event, we are not liable for the cost of any compromised or failed deliveries; however, we reserve the right to refund you for all or part of any such compromised or failed deliveries as we see fit.                

               

23. HYPERLINKS

               

You are granted a limited, nonexclusive, nontransferable right to create a text hyperlink to the Sites for noncommercial purposes, provided that such link does not portray HANDPICK or any of our Service (including, but not limited to our Products) in a false, misleading, derogatory or otherwise defamatory manner, and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a HANDPICK logo or other proprietary graphic of HANDPICK to link to the Platform without our express written permission. Further, you may not use, frame or utilize framing techniques to enclose any HANDPICK trademark, logo or other proprietary information, including the images found on the Platform or Products, the content of any text or the layout or design of any page, or form contained on a page, on the Sites without our express written consent.                     HANDPICK makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third party websites accessible by hyperlink from the Platform or of websites linking to the Platform. Such sites are not under our control, and we are not responsible for the contents of any linked site, any link contained in a linked site, or any review, changes or updates to such sites. We provide these links to you only as a convenience, and the inclusion of any link does not imply our affiliation, endorsement or adoption of any site or any information contained therein. When you leave the Platform, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Platform.                

               

24. NO WAIVER

               

No delay or failure by Handpick to enforce any of these Terms of Use shall constitute a waiver of any of our rights under these Terms of Use. Neither the receipt of any funds by Handpick nor the reliance of any person on our actions shall be deemed to constitute a waiver of any part of these Terms of Use. Only a specific, written waiver signed by an authorized representative of Handpick shall have any legal effect.                

               

25. SEVERABILITY

               

If any clause or provision set forth in this Terms of Use statement is determined to be illegal, invalid or unenforceable under present or future law, the clause or provision shall be deemed to be deleted without affecting the enforceability of all remaining clauses or provisions.                

               

26. GOVERNING LAW AND JURISDICTION

               

These Terms of Use and any disputes arising under or related to these Terms of Use and/or the Privacy Policy or to this Platform will be governed by U.S. federal law and the laws of the State of California, without reference to its conflict of law principles. Any such disputes, which are not subject to the arbitration clause below, shall be resolved exclusively in the state or federal courts in the County of San Francisco, California. You agree to submit to the personal jurisdiction and venue of the courts of the State of California for any legal proceeding involving the Platform, regardless of who initiated the proceeding.                     This English-language Terms of Use statement is Handpick’s official agreement with users of this Platform. In case of any inconsistency between this English-language Terms of Use statement and its translation into another language, this English-language document shall control.                

               

27. ARBITRATION

               

YOU SHOULD READ THIS ARBITRATION SECTION VERY CAREFULLY SINCE IT MAY SIGNIFICANTLY AFFECT YOUR RIGHTS TO INITIATE A LAWSUIT.                

               

If you have any concerns about our Platform, Services or Products, please contact us at support@handpick.com so that we may help you to reach a resolution. We will always try to settle any concerns or disputes in a timely manner and you agree to first contact us directly so that we may reach a resolution in good faith, which shall be a condition to either you or Handpick initiating a lawsuit or arbitration. If we are unable to reach a resolution within 30 days of your initial inquiry, then either you or Handpick may initiate binding arbitration as the sole means to resolve claims, subject to the terms below.                

               

Any controversy or claim arising out of or relating to this Terms of Use or the provision of the Services, which is not otherwise resolved as required by contacting us first, shall be finally settled by binding arbitration in accordance with the most current commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. Any in-person arbitrations shall be conducted in San Francisco, California and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Subject to the foregoing arbitration provision, you and Handpick agree to submit to the personal jurisdiction of the courts located within the city and county of San Francisco, California. For all claims under $10,000, and to the extent permitted by the applicable rules of the American Arbitration Association or another alternative dispute resolution provider agreed to by you and Handpick, you and Handpick must do the following: (i) participate in the arbitration by telephone, online, and/or by written submissions; and (ii) the arbitration shall not involve any personal appearance by you or Handpick unless mutually agreed by both parties; and (iii) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Either you or Handpick may seek an interim or preliminary relief from a court of competent jurisdiction in San Francisco, California, necessary to protect the rights or property of you or Handpick (or its agents, suppliers, and subcontractors) pending the completion of arbitration. YOU AND HANDPICK AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Handpick agree otherwise, the arbitrator may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.                

               

You have a right to opt-out of this arbitration and class-action waiver in this section by sending written notice of your decision to opt-out to the following address: Handpick, 531 Howard street, San Francisco, CA, 94105. This notice must be received within thirty (30) days of your first use of our Platform. Note that if you opt out of this provision, Handpick will also not be bound by these terms.                

               

We will provide you with sixty (60) days prior notice of any changes to this section. Any such changes will only be effective on the sixtieth day and apply to prospective (not former) claims arising after the sixtieth day.                

               

28. MISCELLANEOUS

               

In any action to enforce these Terms of Use, the prevailing party will be entitled to costs and attorney's’ fees. Any cause of action brought by you against Handpick or Handpick’s affiliates must be instituted within one year after the cause of action arises or be deemed forever waived and barred.                

               

You may not assign your rights and obligations under these Terms of Use to any third party, and any purported attempt to do so shall be null and void. Handpick may freely assign its rights and obligations under these Terms of Use.                

               

In addition to any excuse provided by applicable law, Handpick shall be excused from liability for non-delivery or delay in delivery or availability of Services available through our Platform arising from any event beyond Handpick’s reasonable control, whether or not foreseeable by either party, including, but not limited to, labor disturbance, war, fire, accident, adverse weather, governmental act or regulation, and other causes or events beyond Handpick’s reasonable control, whether or not similar to those which are enumerated above.                

               

29. CHANGES TO THIS AGREEMENT

               

Except for the arbitration clause above and waiver of class action rights, Handpick reserves the right, in its sole discretion, to modify, alter, or otherwise change this Terms of Use at any time. We will provide notice of such change on this Platform. Please review the Terms of Use and/or additional terms periodically for changes. Your continued use of the Platform constitutes your acceptance of and agreement to be bound by these changes without limitation, qualification or change. If at any time you determine that you do not accept these changes, you must stop using this Platform.                

               

FOR MORE INFORMATION

               

If you have any questions regarding our Terms of Use, please contact us by sending an email to support@handpick.com.