Terms & Conditions
Please agree to the terms below in order to begin using your Salad Swap to earn coupons, find lower calorie options, track your calories and more.
PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY BEFORE DOWNLOADING, INSTALLING OR USING THE SALAD SWAP SOFTWARE APPLICATION.
This End User License Agreement ("Agreement") is a binding agreement between you and Fresh Express Incorporated ("Company," "we," "our" or "us"), a subsidiary of Chiquita Brands International, Inc. This Agreement governs your use of the website version of the Salad Swap software application (the "Web Application") and the mobile version of the Salad Swap software application (the "Mobile Application"). In this Agreement, the Web Application and the Mobile Application, together with all related documentation, are collectively referred to as the "Application." The Application is licensed, not sold, to you.
BY DOWNLOADING, INSTALLING OR USING THE APPLICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; AND (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE APPLICATION AND DELETE THE MOBILE APPLICATION FROM YOUR MOBILE DEVICE (DEFINED BELOW).
We reserve the right to modify this Agreement at any time. Such modifications shall be effective immediately upon notice to you, which may be given by any means including, without limitation, by posting a new Agreement on this page and at: https://app.saladswap.com/terms. Your continued use of the Application after such notice shall be deemed to constitute acceptance of such modifications.
1. License Grant. Subject to the terms of this Agreement, Company grants you a limited, personal, royalty-free, revocable, non-exclusive and nontransferable license to (a) download, install and use the Web Application for your informational, personal, non-commercial use strictly in accordance with this Agreement; and (b) download, install and use the Mobile Application on a single mobile device owned or otherwise controlled by you ("Mobile Device") strictly in accordance with this Agreement. Company reserves all rights not specifically and expressly granted under the license.
2. License Restrictions. Licensee shall not:
- copy the Application, except as expressly permitted by this license;
- modify, translate, adapt or otherwise create derivative works or improvements, whether or not patentable, of the Application;
- reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the source code of the Application or any part thereof;
- remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices from the Application, including any copy thereof;
- rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the Application or any features or functionality of the Application, to any third party for any reason, including by making the Application available on a network where it is capable of being accessed by more than one device at any time; or
- use the Application for any purpose (i) which would be contrary to Company's business interests, or (ii) to Company's actual or potential economic disadvantage in any respect, including using the Application to develop a competing application.
3. Reservation of Rights. You acknowledge and agree that the Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions and restrictions, under this Agreement. Company and its licensors and service providers reserve and shall retain their entire right, title and interest in and to the Application, including all copyrights, trademarks and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
4. Content. All text, graphics, user interfaces, photographs, trademarks, logos, sounds, music, artwork, computer code, and other materials contained on the Application (collectively, "Content") is owned, controlled or licensed by or to Company, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and laws. Except for your informational, personal, non-commercial use as authorized above, you may not use, modify, reproduce, distribute, transmit, republish, display, market, distribute, export, translate, transmit, merge, modify, transfer, adapt, loan, rent, lease, assign, share, sub-license or otherwise make available to any third party the Content or the design or layout of the Application, or any components thereof, without Company's express written permission.
5. Compliance with Laws. You agree to comply with all laws, rules and regulations applicable to your use of the Application.
7. Your Provision of Personal Information. When you provide information about yourself to Company, you agree to: (a) provide accurate, current and complete information about yourself; and (b) maintain and promptly update such information to keep it accurate, current and complete. If you provide any such information that is untrue, inaccurate or incomplete, or Company has reasonable grounds to suspect that such information is untrue, inaccurate or incomplete, Company has the right to suspend or terminate any account you establish in connection with your use of the Application and refuse any and all current or future use of the Application or any portion thereof.
8. Geographic Restrictions. You acknowledge that you may not be able to access all or some of the services provided by the Application outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Application from outside the United States, you are responsible for compliance with local laws.
9. Updates. Company may from time to time in its sole discretion develop and provide Application updates, which may include upgrades, bug fixes, patches and other error corrections and/or new features (collectively, including related documentation, "Updates"). Updates may also modify or delete in their entirety certain features and functionality on the Mobile Application or your Mobile Device. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the Internet either:
- the Mobile Application will automatically download and install all available Updates; or
- you may receive notice of or be prompted to download and install available Updates.
If prompted to download or install an Update, you shall promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and be subject to all terms and conditions of this Agreement.
10. Third Party Materials. The Application may display, include or make available third-party content (including data, information, applications and other products, services and/or materials) or provide links to third-party websites or services, including through third-party advertising ("Third Party Materials"). You acknowledge and agree that Company is not responsible for Third Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof, including the collection and use of your information by the third party providing the Third Party Materials. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third Party Materials. Third Party Materials and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.
11. Term and Termination.
- The term of this Agreement commences when you install the Mobile Application or use the Web Application, and such term will continue in effect until terminated by you or Company as set forth in this Section 11.
- You may terminate this Agreement with respect to the Mobile Application by deleting the Mobile Application and all copies thereof from your Mobile Device.
- Company may terminate this Agreement at any time without notice and in its sole discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
- Upon termination:
- all rights granted to you under this Agreement will also terminate; and
- you must cease all use of the Application and delete all copies of the Mobile Application from your Mobile Device.
- Termination will not limit any of Company's rights or remedies at law or in equity.
12. Disclaimer of Warranties. THE APPLICATION AND ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE APPLICATION ARE PROVIDED TO LICENSEE "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE APPLICATION AND ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE APPLICATION ARE ACCURATE, RELIABLE OR CORRECT; THAT THE APPLICATION WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE; OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. YOUR USE OF THE APPLICATION IS AT YOUR SOLE RISK.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
13. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APPLICATION OR THE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE APPLICATION FOR:
- PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES
- DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
14. Indemnification. You agree to indemnify, defend and hold harmless Company and its officers, directors, employees, agents, affiliates, successors and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including attorneys' fees, arising from or relating to your use or misuse of the Application or your breach of this Agreement.
15. Export Regulation. The Application may be subject to US export control laws, including the US Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export or release is prohibited by law, rule or regulation. You shall comply with all applicable federal laws, regulations and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing or otherwise making the Application available outside the US. In addition, you represent and warrant that (i) you are not located in a country that is subject to an applicable government embargo, or that has been designated by an applicable government as a "terrorist supporting" country, and (ii) you are not listed on any applicable government list of prohibited or restricted parties.
16. Equitable Relief. You acknowledge that any breach or threatened breach of this Agreement will result in irreparable harm for which damages would not be an adequate remedy, and, therefore, in addition to our rights and remedies otherwise available at law, Company shall be entitled to seek immediate equitable relief, including injunctive relief, as appropriate. If Company seeks any equitable remedies, Company shall not be precluded or prevented from seeking remedies at law, nor shall Company be deemed to have made an election of remedies.
17. Attorneys' Fees. In addition to any other relief, the prevailing party in any action arising out of this Agreement shall be entitled to attorneys' fees and costs.
18. Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
19. Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the State of North Carolina without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the State of North Carolina in each case located in Charlotte and Mecklenburg County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
20. Arbitration. Any disputes related to this Agreement shall be submitted to binding arbitration in Charlotte, North Carolina before one arbitrator under the American Arbitration Association's Commercial Arbitration Rules. A party may seek interim relief from any court having jurisdiction without waiving any remedy under this Agreement. The arbitrator may not award punitive damages or other damages not measured by actual damages, or limit, expand or otherwise modify the terms of this Agreement. A party may enter a judgment on an award in any court having jurisdiction. The arbitration will be governed by the Federal Arbitration Act and the place of arbitration shall be Charlotte, North Carolina.
22. Waiver. Any waiver by Company of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Agreement. Any waiver must be in writing. Failure by Company to insist upon strict adherence to any term of this Agreement on one or more occasions shall not be considered a waiver or deprive Company of the right to insist upon strict adherence to that term or any other term of this Agreement.
23. Conflict with Other Terms. In the event of a conflict between this Agreement and any other terms, the terms of this Agreement shall govern.
24. Contact Us. If you have any questions about this Agreement, you can contact Company at 1-800-242-5472 or email@example.com. In addition, our mailing address is:
- Attn: Consumer Response Center
- CHIQUITA BRANDS INTERNATIONAL
- 550 South Caldwell Street
- Suite 1212
- Charlotte, NC 28202
This Agreement was last updated on January 29, 2014.