Effective date: 01/01/2022
Thank you for visiting the Spillt website, www.spillt.co. and mobile application (“App”) owned and operated by Betterfeed, Inc. (“we,” “us,” or “our”). Together our website and App are referred to as the “Site”). You should not access this Site or use our services until you have carefully read and agreed to these terms and conditions of use (the “Terms”) which govern your access to and use of this Site.
BY ACCEPTING THESE TERMS, AS DETAILED BELOW, YOU AGREE TO RESOLVE ANY DISPUTE WITH US ARISING OUT OF OR RELATED TO THESE TERMS THROUGH BINDING ARBITRATION OR SMALL CLAIMS DISPUTE PROCEDURES AND YOU AGREE TO WAIVE YOUR RIGHTS TO PARTICIPATE IN A CLASS ACTION SUIT.
Use of this Site
By using this Site, you and other users of the Site (‘user”) agree to these Terms. If you do not agree to these Terms, you may not access or use the Site. We may modify the Terms from time to time without notice to you. You should check these Terms periodically for modifications. The provisions contained herein supersede all previous notices or statements regarding our Terms with respect to this Site. We include the effective date of our Terms at the top of the statement. We encourage you to check our Site frequently to see the current Terms in effect and any changes that may have been made to them. If we make material changes to the Terms we will post the revised Terms and the revised effective date on this Site. By using the Site following any modifications to the Terms, you agree to be bound by such modifications.
We provide you with access to and use of the Site subject to your compliance with the Terms. No material from the Site may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way, except for as specifically allowed in the Terms.
User age and access. By submitting information through this Site you represent that you are a United States of America resident over the age of 18.
Spillt’s License to you. The Site, including all of its contents, such as text, images, and the HTML used to generate the pages, (“Materials”), are our property or that of our suppliers or licensors and are protected by patent, trademark and/or copyright under United States and/or foreign laws. Except as otherwise provided herein, you may not use, download, upload, copy, print, display, perform, reproduce, publish, modify, delete, add to, license, post, transmit, or distribute any Materials from this Site in whole or in part, for any public or commercial purpose without our specific written permission. We grant you a personal, non-exclusive, non-transferable license to access our Site and to use the information and services contained here.
Your License to Spillt. In turn, you grant us a non-exclusive, royalty-free worldwide license to copy, stream, exhibit, show, display and distribute and use any content you post on the Site for any purpose, subject to the express terms of these Terms. If the content you post includes a link to a blogpost or other website or app that you operate (“linked content”), this license includes the right to publish and display a photo or video preview of the linked content.
Accessing and Using the Site
We reserve the right to withdraw or amend the Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.
You are responsible for:
- Making all arrangements necessary for you to have access to the Site.
- Ensuring that all persons who access the Site through your internet connection are aware of these Terms and comply with them.
In order to access some of the features of the Site you may choose to create an account. 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 Website or portions of it using your username, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your username 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. If we receive any instructions or orders using your user-name and password we will consider it authorized by you.
We have the right, but not the obligation, to monitor or review discussions, chats, postings, third party reviews and other transmissions on the Site. We assume no responsibility or liability arising from the content of any such transmissions or for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, illegality or inaccuracy contained in any information transmitted to any such locations on this Website.
We are not responsible for the content users post on the Site. You accept sole responsibility for any material you may submit via the Site including photos, messages, text, information, videos, user profiles (such as your name and user profile image or avatar), and any other content that you upload, share, publish or display on or through the Website. You may not upload to, post, transmit, distribute or share User Generated Content or “UGC” on the Site that you did not create or that you do not have permission to share.
By posting UGC to the Site, you understand and agree you grant us and its affiliates the license described above. We do not assert any ownership over your UGC. You understand and agree your UGC is as between us and you, subject to the rights granted to the Site in these Terms, you retain full ownership of all your UGC and any intellectual property rights or other proprietary rights associated with your UGC. You are not entitled to any compensation for UGC you post on the Site unless otherwise agreed upon. We do not guarantee that you will have any recourse through us to edit or delete any content you have submitted. Ratings and written comments are generally posted within two to four business days. However, we reserve the right to remove or to refuse to post any submission for any reason.
By submitting any content to the Site you represent and warrant that:
- you are the sole author and owner of the intellectual property rights thereto or that you control all the rights to the content;
- all “moral rights” that you may have in such content have been voluntarily waived by you;
- all content that you post is accurate;
- you will be responsible for paying all royalties and other fees that might be due to any person or entity
- you will indemnify us for all claims resulting from content you supply
- you are at least 18 years old; and that
All information you post to the Site is visible to the general public. We shall not be subject to any obligations of confidentiality regarding such information.
Rules and Limits on and Modifications to the Site
We reserve the right, for any reason, in our sole discretion and without notice to you, to terminate, change, suspend or discontinue any aspect of the Site, including, but not limited to, information, data, text, music, sound, photographs, graphics, video, messages or other materials (“Content”), features and/or hours of availability, and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the Site or restrict your access to part, or all, of the Site without notice or penalty. We have the right to change these rules and/or limitations at any time, in our sole discretion.
Specific Prohibited Uses.
The Site may be used only for lawful purposes by individuals using our authorized services. You are responsible for your own communications, including the upload, transmission and posting of information, and are responsible for the consequences of their posting on or through the Site. We specifically prohibit any use of the Site, and require all users to agree not to use the Site, for any of the following:
- Posting any information which is incomplete, false, inaccurate or not your own;
- Impersonating another person;
- Constituting or encouraging conduct that would constitute a criminal offense, giving rise to civil liability or otherwise violate any city, state, national or international law or regulation or which fails to comply with accepted Internet protocol;
- Posting material that is copyrighted or otherwise owned by a third party unless you are the copyright owner or have the permission of the owner to post it;
- Posting material that reveals trade secrets, unless you own them or have the permission of the owner;
- Posting material that infringes on any other intellectual property, privacy or publicity right of another;
- Transmitting or transferring (by any means) information or software derived from the site to foreign countries or certain foreign nations in violation of US export control laws;
- Attempting to interfere in any way with the Site’s or our networks or network security, or attempting to use the Site’s service to gain unauthorized access to any other computer system.
Violations of system or network security may result in civil or criminal liability. We will investigate occurrences and may involve, and cooperate with, law enforcement authorities in prosecuting the user or users who are involved in such violations. You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, the following:
- Accessing data not intended for such user or logging into a server or account which user is not authorized to access;
- Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
- Attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, “flooding”, “mailbombing” or “crashing”; or sending unsolicited e-mail, including promotions and/or advertising of products or services, or
- Forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting.
We control and operate the Site from our offices in the United States of America, and all information is processed within the United States. We do not represent that materials on the Site are appropriate or available for use in other locations. Persons who choose to access the Site from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable.
You agree to comply with all applicable laws, rules and regulations in connection with your use of the Site. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
As between you and us, (or other company whose marks appear on the Site), we (or the respective company) are the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing on the Site, and is the copyright owner or licensee of the Content and/or information on the Site, unless otherwise indicated.
Except as otherwise provided herein, use of the Site does not grant you a license to any Content, features or materials you may access on the Site and you may not modify, rent, lease, loan, sell, distribute or create derivative works of such Content, features or materials, in whole or in part. Any commercial use of the Site is strictly prohibited, except as allowed herein or otherwise approved by us. You may not download or save a copy of any of the Content or screens for any purpose except as otherwise provided by us. If you make use of the Site, other than as provided herein, in doing so you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use. We do not grant any license or other authorization to any user of our trademarks, registered trademarks, service marks, other copyrightable material or any other intellectual property by including them on the Site.
The information on the Site including, without limitation, all site design, text, graphics, interfaces, and the selection and arrangements is protected by law including copyright law.
Product names, logos, designs, titles, words or phrases may be protected under law as our trademarks, service mark or trade names or other entities. Such trademarks, service marks and trade names may be registered in the United States and internationally.
Our logos and service names are our trademarks. Without our prior permission, you agree not to display or use our trademarks in any manner. Nothing on the Site should be construed to grant any license or right to use any of our trademarks without our prior written consent.
We respect the intellectual property rights of others and prohibit users from uploading and posting materials that infringes another party’s intellectual property rights. If you believe that your material has been copied in a way that constitutes copyright infringement, please provide our copyright agent the following written information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed upon; (iii) a description of where the material that you claim is infringing is located on the Site; (iv) your address, telephone number, and e-mail address; (v) a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner of authorized to act on the copyright owner’s behalf. Our copyright agent for notice of claims of copyright infringement on the Site can be reached as follows:
Copyright Agent: firstname.lastname@example.org
It is often difficult to determine if your intellectual property rights have been violated or if the Digital Millennium Copyright Act (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 or disable access to the allegedly infringing material pending resolution of the matter. We will terminate the accounts of users that we determine are repeat infringers.
Please note that under Section 512(f) of the Copyright Act any person who makes false claims that material or an activity is infringing may be subject to liability for damages.
Links from and to the Site
You may be able to link to third party websites (“Linked Sites”) from the Site. Linked Sites are not, however, reviewed, controlled or examined by us in any way and we are not responsible for the content, availability, advertising, products, information or use of user information or other materials of any such Linked Sites, or any additional links contained therein. These links do not imply our endorsement of or association with the Linked Sites. It is your sole responsibility to comply with the appropriate terms of service of the Linked Sites as well as with any other obligation under copyright, secrecy, defamation, decency, privacy, security and export laws related to the use of such Linked Sites and any content contained thereon. In no event shall we be liable, directly or indirectly, to anyone for any loss or damage arising from or occasioned by the creation or use of the Linked Sites or the information or material accessed through these Linked Sites. You should direct any concerns to that site’s administrator or Webmaster. We reserve the exclusive right, at its sole discretion, to add, change, decline or remove, without notice, any feature or link to any of the Linked Sites from the Site and/or introduce different features or links to different users.
Permission must be granted by us for any type of link to the Site. To seek our permission, you may write to us. We reserve the right, however, to deny any request or rescind any permission granted by us to link through such other type of link, and to require termination of any such link to the Site, at our discretion at any time.
You agree to defend, indemnify and hold us, our directors, officers, employees, agents and affiliates harmless from any and all claims, liabilities, damages, costs and expenses, including reasonable attorneys’ fees, in any way arising from, related to or in connection with your use of the Site, your violation of the Terms or the posting or transmission of any materials on or through the Site by you, including, but not limited to, any third party claim that any information or materials you provide infringes any third party proprietary right.
DISCLAIMER OF WARRANTIES
YOU UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:
THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, FUNCTION, MATERIALS AND SERVICES IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS, OR CONTENT OF INFORMATION, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR THE FUNCTION, CONTENT OR SERVICES MADE AVAILABLE THEREBY WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE WILL MEET USERS’ EXPECTATIONS OR REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
WE DO NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCTS OR SERVICES OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE SITE. WE ARE NOT A PARTY TO, AND DOES NOT MONITOR, ANY TRANSACTION BETWEEN USERS AND THIRD PARTIES WITHOUT OUR DIRECT INVOLVEMENT.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE, NOR OUR AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR CONTENT OR SERVICE PROVIDERS SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE USE/MISUSE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND FUNCTION RELATED THERETO, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES, OR COST OF SUBSTITUTE SERVICES, EVEN IF WE OR OUR REPRESENTATIVE OR SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, $100.00.
Special Terms for Apple Users
Users of any mobile application we offer acknowledge that they have reviewed and agree to the terms of the online app marketplace from which they have downloaded the App. The following additional terms and conditions apply with respect to any App that we provide to you designed for use on an Apple iOS-powered mobile device:
- You acknowledge that these Terms are between you and us only, and not with Apple, Inc. (“Apple”).
- Your use of our App must comply with Apple’s then-current App Store Terms of Service.
- We, and not Apple, are solely responsible for our App and the services and Content available thereon. You acknowledge that Apple has no obligation to provide maintenance and support services with respect to our App. To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to our App.
- You agree that we, and not Apple, are responsible for addressing any claims by you or any third party relating to our App or your possession and/or use of our App, including, but not limited to: (i) product liability claims pertaining to our App; (ii) any claim that our App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation, and all such claims are governed solely by these Terms and any law applicable to us as provider of our App.
- You agree that we, and not Apple, shall be responsible, to the extent required by these Terms, for the investigation, defense, settlement and discharge of any third party intellectual property infringement claim related to our App or your possession and use of our App.
- You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- You agree to comply with all applicable third party terms of agreement when using our App (e.g., you must not be in violation of your wireless data service terms of agreement when using our App).
- You and we agree that Apple and Apple’s subsidiaries are third party beneficiaries to these Terms as they relate to your license of our App. Upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as they relate to your license of our App as a third party beneficiary thereof.
You agree that the laws of the state of New York, excluding its conflicts-of-law rules, shall govern these Terms. Please note that your use of the Site may be subject to other local, state, national, and international laws.
Agreement to Arbitrate Disputes/ Jury and Class Action Waiver
Any controversy or claim arising out of or relating to your use of the Site (including any claim involving us or our affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers) shall be settled by arbitration administered by arbitration through JAMS and their Rules conducted in King County, New York, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. You consent to jurisdiction of the state or federal courts located in King County, New York, for enforcement of this arbitration provision.
Our customer service department can resolve most customer concerns quickly and to the user’s satisfaction. Please contact us using the contact information below. Before either of us can begin an arbitration, we must each notify each other about the claim in writing (“Notice”) and try to resolve the dispute informally within 30 days. If you have a claim, you must send us a letter in which you (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). In the unlikely event that you are not satisfied with customer service’s solution (or if we have not been able to resolve a dispute after attempting to do so informally), we each agree to resolve those disputes through binding arbitration or small claims court instead of in courts of general jurisdiction.
Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Unless expressly limited by this provision, arbitrators can award the same damages and relief that a court can award. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING. In arbitration you are entitled to recover attorneys’ fees from us to at least the same extent as you would be in court. Notwithstanding the foregoing, either party may bring an action in small claims court seeking only individualized relief, so long as the action remains in that court and is not removed or appealed to a court of general jurisdiction. This arbitration agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies.
If we and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by us or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or we are entitled. If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the JAMS Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the JAMS Rules.
Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. If you reside outside of the United States, and to the extent that applicable local law prevents certain disputes from being arbitrated in accordance with this Agreement to Arbitrate Disputes provision of the Terms, then you can file those disputes in your local courts. Likewise, if you reside outside of the United States, and applicable local law prevents your local court from applying State of New York law to resolve these disputes, then these disputes will be governed by the applicable local laws of your country, or other place of residence.
Limitation on Time to File Claims
Consent to Processing
By providing any personal information to the Site, all users, including without limitation users in the European Union, fully understand and unambiguously consent to the collection and processing of such information in the United States.
Any inquiries concerning these Terms should be directed to us at the address below.
Notices to you may be made via either email or regular mail. The Site may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to you on the Site.
To contact us with any questions or concerns in connection with this Agreement or the Site, or to provide any notice under this Agreement to us please go to Contact Us or in writing at Betterfeed Inc, 67 West St, Suite 401, Brooklyn, NY 11222, by phone at (703) 594-6940, or by email at email@example.com.
You agree that no joint venture, partnership, employment, or agency relationship exists between us and you as a result of these Terms or your use of the Site.
Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
You may not assign the Terms or any of your rights or obligations under the Terms without our express written consent.
The Terms inure to the benefit of our successors, assigns and licensees. The section titles in the Terms are for convenience only and have no legal or contractual effect.
© Copyright 2023 by Betterfeed, Inc. All rights reserved.