fatsecret Brand Tools Terms of Use

1. Use of fatsecret Brand Tools

By using fatsecret Brand Tools you agree to the following terms and conditions and any changes or amendments ("Terms of Use"). fatsecret.com ("fatsecret") reserves the right, from time to time, with or without notice to you, to change these Terms of Use in our sole discretion. The most current version of the Terms of Use will supersede all previous versions. By using the fatsecret Brand Tools after changes are made to the Terms of Use you agree to be bound by such changes. Your only recourse if you disagree with the Terms of Use, or changes to the Terms of Use, is to discontinue your use of the Brand Tools. As such, you should review the Terms of Use periodically.

fatsecret reserves the right to modify or discontinue, temporarily or permanently, fatsecret Brand Tools with or without notice. You agree that fatsecret shall not be liable to you for any modification, suspension or discontinuance of fatsecret Brand Tools.

You represent that you have power, capacity and authority to accept these Terms of Use and if you are accepting on behalf of your employer or another entity that you have legal authority to bind your employer or such entity to these Terms of Use.

Should you wish to use the fatsecret Brand Tools, you will need to register for an account and provide accurate identification and contact information (including a current email address and other required contact information) as part of the registration process and for continued use. You are responsible for maintaining up-to-date and accurate information for your account. You are responsible for maintaining the secrecy and security of your account and for all activities that occur using your account, regardless of whether such activities are undertaken by you or a third party. You agree to immediately notify fatsecret of any unauthorized use of your account or any other breach of security

2. Content and Conduct

You understand that all information, data, text, graphics and all other material ("Content"), whether posted publicly or not are the sole responsibility of the person who submitted such Content and you agree that you are responsible for all Content that you submit to fatsecret Brand Tools. You may submit Content to fatsecret Brand Tools using various means, including data feeds or submissions through fatsecret Brand Tools and you agree to submit Content in a manner that complies with specifications provided by fatsecret to enable proper submission of the Content. If the Content you submit contains URLs, you agree that fatsecret has the right to access the URLs and the Content itself.

You agree that fatsecret has no responsibility for the deletion or failure to store any Content, maintained by fatsecret Brand Tools. While fatsecret has no limit on Content accessed and stored by fatsecret Brand Tools, we retain the right, at our sole discretion, to create limits at any time with or without notice.

You agree to use fatsecret Brand Tools only for purposes that are legal, proper and in accordance with these Terms of Use.

You must not:

• use fatsecret Brand Tools for any illegal or unauthorized purpose or that violates any law or regulation or any right of any person, including rights of privacy and/or personality;

• restrict or hamper any other user from using fatsecret Brand Tools;

• upload any inappropriate, defamatory, infringing, obscene or unlawful Content;

• upload or make available any Content that infringes any patent, trademark, copyright, trade secret or other proprietary right of any party, unless you are the owner of such rights or have the permission of the owner to post such Content;

• copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorized by law), modify or alter any part of the fatsecret Brand Tools, without fatsecret's prior written consent;

• impersonate another person or entity, create user accounts under false or fraudulent pretenses or upload viruses, worms, defects or any items of a destructive nature;

• use fatsecret Brand Tools to provide diet, nutrition or health advice, guidance or diagnosis; and

• use any application or device to retrieve or index any portion of fatsecret Brand Tools or collect information about users for any unauthorized purpose.

While fatsecret prohibits such conduct and Content in connection with fatsecret Brand Tools, you understand and agree that fatsecret may or may not pre-screen Content and shall have the right (but not the obligation) in our sole discretion to pre-screen, refuse or remove any Content submitted to fatsecret Brand Tools.

You understand and agree that fatsecret may monitor your use of fatsecret Brand Tools to verify your compliance with these Terms of Use and you agree not to block or interfere with such efforts by fatsecret in any way.

3. Proprietary Rights

You acknowledge that the fatsecret Brand Tools are owned by fatsecret and that any software used in connection with fatsecret Brand Tools contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Subject to the restrictions described in these Terms of Use, fatsecret grants you a non-exclusive, revocable, nonsublicensable, nontransferable license to use fatsecret Brand Tools.

You retain any intellectual property rights in the Content you submit. By submitting Content through fatsecret Brand Tools, you grant fatsecret, under those intellectual property rights, a worldwide, non-exclusive, royalty-free, license to distribute, reproduce, modify, perform and display and otherwise use the Content in the fatsecret Platform. This license is solely for the purpose of promoting and improving the fatsecret Platform.

4. Termination

You may cancel your use of fatsecret Brand Tools at any time by providing notice to fatsecret by contacting us; once the appropriate databases are updated or refreshed then your account will be terminated.

fatsecret may at any time and for any reason, including a period of account inactivity, terminate your access to fatsecret Brand Tools or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to your account or Content contained in your account although residual copies of information may remain in our system.

5. Support

While fatsecret seeks to provide users with assistance and guidance in using fatsecret Brand Tools, these Terms of Use do not entitle you to any support for fatsecret Brand Tools, unless you make separate arrangements with fatsecret. fatsecret may elect to provide you with support or modifications for fatsecret Brand Tools in our absolute discretion, and may terminate such support at any time without notice to you.

6. Disclaimer

fatsecret does not represent or warrant that fatsecret Brand Tools are free of inaccuracies, errors, bugs or interruptions, or are reliable, accurate or complete. fatsecret Brand Tools are provided "s is" with no warranty, express or implied, of any kind and fatsecret expressly disclaims any and all warranties and conditions, including but not limited to, any implied warranty of merchantability, accuracy, results of use, fitness for a particular purpose, availability, security, title and non-infringement of third-party rights.

Your use of fatsecret Brand Tools are at your own discretion and risk and you will be solely responsible for any damage that results from their use.

7. Limitation of Liability

fatsecret shall not, under any circumstances, be liable to you or any third party for any indirect, consequential, exemplary, incidental, special or punitive damages, including for loss of profits, lost or corrupted data, computer malfunction or business interruption, arising out of or in connection with your use of fatsecret Brand Tools, even if fatsecret has been advised of the possibility of such damages. fatsecret disclaims all liability of any kind for any third party Content.

8. Indemnity

To the maximum extent permitted by applicable law, you agree to indemnify and hold fatsecret, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of or in connection with your use of fatsecret Brand Tools. fatsecret shall use good faith efforts to provide you with written notice of such claim or demand.

9. General

9.1 These Terms of Use constitute the entire agreement between you and fatsecret regarding the use of fatsecret Brand Tools.

9.2 Notwithstanding any provision to the contrary, for all purposes of these Terms of Use, you and fatsecret shall be and act independently and not as partner, joint venturer, agent, employee or employer of the other. You shall not have any authority to assume or create any obligation for or on behalf of fatsecret, express or implied, and you shall not attempt to bind fatsecret to any contract.

9.3 The failure of fatsecret to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision.

9.4 If any provision of these Terms of Use is unlawful, void or unenforceable, that provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions.

9.5 These Terms of Use and any dispute about or involving fatsecret Brand Tools shall be governed by and construed in accordance with the laws of the State of Victoria, Australia, without regard to conflict of law provisions. You agree that any action at law or in equity arising out of or relating to your use of the fatsecret Brand Tools or these Terms of Use shall be filed only in the state or federal courts located in Victoria, Australia and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action, provided that the foregoing shall not prevent fatsecret from seeking injunctive relief in a court of competent jurisdiction.