Acceptance of Terms
This website located at www.organicpicks.com (this "Site") is being provided by OrganicPicks Inc. ("OrganicPicks") subject to your acceptance of the following User Agreement ("Agreement") which may be updated by OrganicPicks from time to time. By becoming a Visitor or User (as defined herein) of the Site, you agree to be bound by the terms of this Agreement. This Agreement was last revised on November 15, 2006. You can review the most current version of this Agreement at any time at Terms of Service. When using a particular service or product offered on the Site you also may be subject to any posted guidelines, rules, terms of service, policies or other contractual provision as noted. In the event of a conflict between any other agreement, rule, or terms of service and this Agreement, the provisions of this Agreement shall govern. If you have any questions about this Agreement, please contact us at feedback@organicpicks.com before using this Site. All references herein to "we" or "us" refer to OrganicPicks.
Types of Visitors
Any person or entity (through its agents) accessing, browsing, or otherwise using the Site, either manually or via an automated device or program, shall be deemed a "Visitor" under this Agreement. All Visitors are bound by the terms of this Agreement. If you do not agree to be bound by the terms of this Agreement, then you should not use or access the Site or the Software Products. All Visitors have access to the home page of the Site. A Visitor who becomes a registered User of the Site shall be deemed a "User." OrganicPicks and any Visitor shall be deemed "Parties" to this Agreement.
Description of Services
OrganicPicks is a free network service where users can find referrals for products, businesses and services from friends, friends of friends, complete strangers and an associated network of participants.
Conditions of Use
If a User is an individual, such User must be over the age of 18 and possess the capacity to enter into binding contracts. In order to become a User, you must register and provide to us certain personally identifiable information, including but not limited to, name and email address, and zip code (collectively "Registration Information").
No Endorsement of Content or Businesses
OrganicPicks makes no representations or endorsements regarding the quality, accuracy, reliability or condition of any content posted on the Site including, without limitation, the availability or quality of any of the services offered by third parties. OrganicPicks does not control the quality, safety, truth or accuracy of the content and makes no representation thereof. OrganicPicks shall have no obligation to review the Site's content or pre-screen any of the service providers. All content provided by Users of the Site is the sole responsibility of the User, not OrganicPicks. You understand that by using the Site you may be exposed to content that is inaccurate, misleading, or otherwise objectionable. The Site may contain hyperlinks to third party web sites outside of the Site. We make no representations or endorsements regarding the quality, accuracy, reliability or condition of any content posted on those third party web sites. We have no control over the content of any hyperlinked third party web sites and shall have no obligation to review those sites' content. Your linking to any other websites is at your own risk. You agree that you must evaluate and bear all risks associated with the use of any content, and that under no circumstances will OrganicPicks be liable for any loss or damage of any kind as a result of the use of any content or service providers posted, emailed or otherwise made available through the Site.
Acceptable and Lawful Use of Site
Any Registration Information, computer information, or other information a User or Visitor provides to us in connection with the use of the Site: (a) shall not be false, inaccurate, deceptive, deceitful, or misleading; (b) shall not be obscene or indecent; (c) shall not contain any viruses, Trojan horses, worms, time bombs, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (d) shall not infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (e) shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing, invasive of another’s privacy, or harm minors in any way; (f) shall not create liability for us or cause us to lose (in whole or in part) the date collected by Visitors and Users; and (g) shall not include personal or identifying information about another person who does not wish to be included. Visitors shall comply will all applicable laws, statutes, ordinances and regulations regarding use of the Site. OrganicPicks reserves the right to report any wrongdoing, if we become aware of it, to the applicable government agencies or otherwise.
License Granted
User grants OrganicPicks a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right to exercise the copyright and publicity rights User has in Registration Information provided to OrganicPicks by User, in any media whether now known or hereafter to become known. OrganicPicks will only use Registration Information in accordance with its Privacy Policy located at http://www.organicpicks.com/privacy.html.
Relationship
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement between Visitors and OrganicPicks. This Agreement is between the Visitor and OrganicPicks and is not intended to be for the benefit of any third party. If there is a dispute between participants on this Site, or between users and any third party, you understand and agree that OrganicPicks is under no obligation to become involved. In the event that you have a dispute with one or more users or third parties, you hereby release OrganicPicks, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or services.
Posting Reviews on OrganicPicks
By posting a review, the poster thereby represents that the review is based upon an actual experience with the merchant being reviewed. You represent and warrant that you own or otherwise control all of the rights to the content you post and that the content is accurate. OrganicPicks reserves the right, but not the obligation, to refuse to post or to remove any review or portions thereof, in any media worldwide if it contains or features any of the content described in Section 6. Businesses are not allowed to review themselves for the purpose of advertising. Any reviews deemed originating from a business owner and/or other representative for the sole purpose of promoting the business will be deleted. Businesses interested in advertising on OrganicPicks should contact us at info@organicpicks.com.
Reviews do not reflect the views of OrganicPicks, its parent, subsidiary or affiliated companies, or its employees, officers, directors, or shareholders. OrganicPicks does not assume responsibility or liability for any review or for any claims, damages, or losses resulting from any use of the Site or the materials contained therein. With respect to content you submit or make available for inclusion on the Site ("Content"), you grant OrganicPicks a world-wide, royalty-free, perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed. This license means that OrganicPicks, its parent, subsidiary or affiliated companies have the unrestricted, perpetual and exclusive right to use, reproduce, modify, transmit, and distribute any and all materials and communications regarding and including submitted reviews, or portions thereof, in any media worldwide. If you have any questions regarding Reviews, please contact OrganicPicks at admin@organicpicks.com
Liability
Neither OrganicPicks nor any of affiliates shall be responsible for the use of any information, product, method or apparatus herein presented ("Information"), and you must ultimately decide on its suitability and fitness for your own use, for the protection of the environment and for health and safety purposes. In no event shall OrganicPicks be responsible for damages of any nature whatsoever resulting from the use of or reliance upon this Information. By providing this Information, OrganicPicks neither can nor intend to control the method or manner by which you use, handle, store or transport products described herein. You should obtain and review the available material safety information provided by the manufacturer of any product described herein before handling any of the products presented on this website.
Offline Conduct
Although OrganicPicks cannot monitor the conduct of its users off the Site, it is a violation of these rules to use any information obtained from this Site in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to any user without his/her prior explicit consent. In addition, OrganicPicks provides toll-free phone numbers to its advertisers for the express purpose of soliciting business from the users of OrganicPicks. It is a violation of these rules for users to call these toll-free numbers to solicit business from advertisers, to test the service or for any reason other than inquiring about the products and services being advertised.
Security
We utilize secure servers to protect your Registration Information. Users shall not disclose Registration Information to third parties. Users are responsible for all activities which occur under their Registration Information. User agrees to immediately notify us in writing of any unauthorized use of User's account.
Privacy Statement; Email
Visitors agree that they have read and understand the terms of our Privacy Statement at http://www.organicpicks.com/privacy.html which is hereby incorporated into this Agreement by reference. Visitors acknowledge that the Site may link to other sites not controlled by us and that the collection of a Visitor's data by these sites is outside the scope of our control. OrganicPicks reserves the right to monitor a User's use of the Site in accordance with our Privacy Statement. Users acknowledge that by becoming a User, they consent to receipt of certain email messages from us in connection with the use of the Site and Software Products.
System Integrity
Visitors may not use any device, software or routine to interfere with the proper working of the Site. Visitors may not use any method to intercept or expropriate any system data or information from the Site without the express written permission of OrganicPicks. Visitors may not take any action that imposes an unreasonable burden upon the infrastructure used to support the efficient operation of the Site including but not limited to unsolicited email (i.e.: "Spam"). Visitors shall not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein without the prior expressed written permission of OrganicPicks. Information on the Site is frequently updated and is proprietary or is licensed to OrganicPicks. Visitors agree that they will not copy, reproduce, alter, modify, create derivative works, or publicly display any content from our web site without the prior expressed written permission of OrganicPicks and the appropriate third party.
System Outages
We periodically schedule system downtime for maintenance and other purposes. Unplanned system outages also may occur. We shall have no liability whatsoever for the resulting unavailability of the Site or for any loss of data or transactions caused by planned or unplanned system outages or the resultant delay, misdelivery, nondelivery of information caused by such system outages, or any third party acts or any other outages of web host providers or the Internet infrastructure and network external to the Site.
No Warranty
OrganicPicks provides this web site and the software products "as is" and without any warranty or condition, express, implied or statutory. OrganicPicks specifically disclaims any implied warranties of title, merchantability, and fitness for a particular purpose, accuracy of informational content and non-infringement. Visitor assumes total responsibility and risk for use of this site, use of any service providers obtained from this site, the software products, and hyperlinked web sites. Some states and countries do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. We make no warranty that the site will meet visitors' requirements, or that software products or services will be uninterrupted, timely, secure or error free, nor do we make any warranty as to the results that may be obtained from the use of the software products or as to the accuracy or reliability of any information obtained through the site or that any defects will be corrected. No advice or information, whether oral or written, obtained by a user from OrganicPicks shall create any warranty not expressly made herein. This disclaimer is made to the fullest extent permitted by law.
Other Limitations of Liability
In no event whatsoever shall OrganicPicks, its parent company, shareholders, affiliates, suppliers or their respective authorized representatives be liable for any indirect, consequential, incidental, special, punitive or exemplary damages, or for any loss of profits or revenue, including but not limited to loss of sales, profit, revenue, goodwill, or downtime, (however arising in tort, contract, or otherwise) regardless of such party's negligence or whether such party knew or should have known of the possibility of such damages, and in no event shall OrganicPicks' total cumulative liability under this agreement exceed US$50. In any event, liability is limited to the fullest extent permitted by law. Users understand and agree that the download and upload of any material through this site is done at your discretion and risk and that you will be solely responsible for any loss or damage to your computer system or loss of data that may result in the download or upload of any material. OrganicPicks neither assumes, nor does it authorize any other person to assume on its behalf, any other liability in connection with the provision of the site and software products. The limitations of liability provided in this Agreement inure to the benefit of OrganicPicks, our parent company, shareholders, affiliates and to all of our respective officers, directors, employees, attorneys and agents and, in each case, liability is limited to the fullest extent permitted by law.
Indemnification
Visitor and User agree to indemnify, defend and hold harmless OrganicPicks, its parent company, shareholders, subsidiaries, affiliates, officers, directors, employees, agents and advisors from and against any and all claims, demands, actions, costs, liabilities, losses and damages of any kind (including attorneys' fees) resulting from Visitor's or User's (directly or through its agents) use of the Site or Software Products provided hereunder by OrganicPicks and Visitor's or User's breach of any provision of this Agreement or any intentional wrongdoing by Visitor or User.
Violations of Terms and Liquidated Damages
Please report any violations of these Terms of Service, by emailing to feedback@organicpicks.com. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. You understand and agree that, because damages are often difficult to quantify, if actual damages cannot be reasonably calculated then you will be liable to pay OrganicPicks liquidated damages as follows: (A) If you post a review that impersonates any person or entity or falsely states or otherwise misrepresents your affiliation with a person or entity, you agree to pay OrganicPicks one thousand dollars ($1,000) for each such review. (B) If OrganicPicks terminates your access to or use of the Site, you agree to pay OrganicPicks one hundred dollars ($100) for each review posted or for each day on which you access OrganicPicks, whichever is higher. (C) If you post reviews in violation of these Terms of Service or otherwise violate these Terms of Service, other than as described above, you agree to pay OrganicPicks one hundred dollars ($100) for each such violation. In its sole discretion, OrganicPicks may elect to issue a warning before assessing damages. Otherwise, you agree to pay OrganicPicks actual damages, to the extent such actual damages can be reasonably calculated.
Intellectual Property
Generally
All pages within the Site are the property of OrganicPicks. The Site is protected by federal and international copyright and trademark laws. No portion of the materials on the Site pages may be reprinted, republished, modified, or distributed in any form without the express written permission of OrganicPicks. A Visitor may not, and this Agreement does not give a Visitor permission to, reproduce, reverse engineer, decompile, disassemble, modify or create derivative works with respect to the Site. Certain content may be licensed from third parties and all such third party content and all intellectual property rights related to the content belong to the respective third parties. A Visitor may not remove any copyright, trademark or other intellectual property or proprietary notice or legend contained on the Site or its content. Any rights not expressly granted by this Agreement with respect to the Site are reserved by OrganicPicks.
Trademark Notice
All trademarks and/or logos used on this Site are the trademarks, service marks or logos of their respective owners. Nothing in this Agreement shall confer any right of ownership of any of the trademarks in Visitor. Further, nothing in this Site shall be construed as granting, by implication, estoppel or otherwise any license or right to use any trademark used or displayed on this Site, without the express written permission of OrganicPicks or the trademark owner.
Submissions
We appreciate and will consider any comments you may have on our Site, service, or ideas you may have on how to improve them. Please email us with your feedback at info@organicpicks.com. Please note that by doing so, or by otherwise posting, uploading, inputting, providing or submitting ("Posting") your comments, feedback, concepts, know-how, techniques, software, Registration Information, Reviews, or ideas ("Submission"), you irrevocably assign free of charge, all worldwide rights, title and interest in all copyrights, patent rights, and all other intellectual property rights in the Submission to OrganicPicks, its successors and assigns. You agree to cooperate with OrganicPicks, its successors, and assigns, in perfecting such intellectual property rights. Without limitation, OrganicPicks, its affiliated companies and its licensees, will be entitled to use your Submission on an unrestricted basis, for any purpose whatsoever, including, to: develop, manufacture and market products incorporating such Submission, to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat your Submission; to publish your name in connection with your Submission; and the unrestricted right to license such rights. OrganicPicks does not wish to receive any submission that is confidential or proprietary. You agree not to post or otherwise provide any submission that you consider confidential or proprietary, and any submissions you post will be deemed and treated as non-confidential and non-proprietary. In addition, do not post any Submissions that you do not want to assign to OrganicPicks. No compensation will be paid or is due with respect to the assignment or use of your Submission, as provided herein. OrganicPicks is under no obligation to post or use any Submission you may provide. By Posting a Submission you warrant and represent that you own or otherwise control all of the rights to your Submission including, without limitation, all the rights necessary for you to assign, provide, post, upload, input or submit the Submission.
Notices
Notices to User and OrganicPicks shall be by email or certified mail, return receipt requested. Notices to OrganicPicks shall be sent to info@organicpicks.com or, if by certified mail, to OrganicPicks, P.O Box 4363, Mountain View, CA 9040 USA. Notices to User shall be sent to the email address contained in User's Registration Information. User is responsible for keeping User's Registration Information current. OrganicPicks shall not be responsible for User's failure to receive notice if User's Registration Information is incomplete, not current, or otherwise inaccurate. Notice sent by email shall be deemed given twelve (12) hours after email message is sent. Users can modify email addresses and other Registration Information previously provided to us by emailing admin@organicpicks.com.
Electronic Signatures
Visitors and OrganicPicks agree that any document or record, including this Agreement, which is transmitted or received by electronic transmission by either party shall be treated in all manner and respects as an original signed document where sufficient indicia of acceptance by the respective party exists. Accessing the Site constitutes acceptance of this Agreement by the Visitor. The Visitor and OrganicPicks further agree that by entering into this Agreement they shall agree to accept electronic signatures or other reasonable electronic indicia as effective forms of acceptances. Such indicia of acceptance shall be considered for these purposes as an original signature and any such electronic transmission shall be considered to have the same binding legal effect as an original signed document. Visitor agrees that Visitor shall not raise electronic transmission or electronic signatures as a defense to this Agreement or the binding nature thereof or in any matters related to the Agreement, and User agrees to waive such defense.
Governing Law and Choice of Forum
This Agreement shall be governed by and construed in accordance with the laws of the State of California, exclusive of its choice of law rules and matters affecting copyrights, trademarks and patents under U.S. federal law. In any action to enforce this Agreement, the prevailing party will be entitled to costs and attorneys' fees. Any suit relating to this Agreement, the Site or the Software Products shall be brought exclusively in the federal or state courts of Santa Clara County, California and both Parties consent to the jurisdiction thereof.
Miscellaneous
In the event that one or more portions of this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such validity, illegality or unenforceability shall not affect any other provision contained in this Agreement. The headings used throughout this Agreement are solely for the convenience of reference and are not to be used as an aid in the interpretation of this Agreement. The delay or failure of Visitor or OrganicPicks, at any time or times, to require performance of any provision hereof shall in no manner affect Visitor or OrganicPicks' right at a later time to enforce such provision. No delay or failure of Visitor or OrganicPicks in exercising any right hereunder shall constitute a waiver of such right or any other rights hereunder. This Agreement and any documents expressly incorporated by reference, including but not limited to the Privacy Policy, constitute the entire agreement between OrganicPicks and you, the Visitor, pertaining to the subject matter hereof. In its sole discretion, OrganicPicks may unilaterally amend or modify this Agreement or any other documents referenced herein at any time by posting on the Site. Any amended or modified terms will be effective upon posting. Continued use of or visits to the Site constitutes acceptance of any modified terms and conditions. Visitor shall regularly review the Agreement that is posted at http://www.organicpicks.com/privacy.htmll. If you have any questions about the Agreement, contact us at info@organicpicks.com. Visitors may not assign their rights or delegate their responsibilities hereunder without the express written permission of OrganicPicks. OrganicPicks may, at any time, assign its rights or delegate its obligations hereunder without notice to Visitor. No person not a party to this Agreement is intended to be a beneficiary of this Agreement, and no person not a party to this Agreement shall have any right to enforce any term of this Agreement.
