Effective Date: [EFFECTIVE DATE]
Last Updated: [EFFECTIVE DATE]
These Terms of Use (the "Terms") constitute a legally binding agreement between you and Avonhood LLC, a Delaware limited liability company ("RecipeForm," "we," "our," or "us"), governing your access to and use of the RecipeForm mobile application (the "App"), the website located at recipeform.app (the "Website"), and the recipe collection, digitization, scaling, formatting and cooking tools and related products and services offered through them (collectively, the "Services"). Our Privacy Notice is incorporated herein by reference. BY ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR OTHERWISE USE THE SERVICES.
1. The Services. The Services permit you to collect recipes; to convert photographs of recipe pages, pasted text and links into structured, editable recipes; to scale recipes exactly; to present recipes in multiple layouts; and to follow recipes while cooking. Certain features employ artificial-intelligence processing and require the expenditure of Tokens (as defined in Section 3). Viewing, editing, scaling, printing and synchronizing recipes are provided without charge.
2. Eligibility and Accounts. You must be at least thirteen (13) years of age to use the Services. The Services may be used without an account. Creating an account by means of Sign in with Apple or an e-mailed verification code enables backup and synchronization of your recipes and the purchase of Tokens and Gold subscriptions. You are responsible for maintaining the security of the e-mail account associated with your RecipeForm account and for all activity that occurs under your account. You agree to notify us promptly of any unauthorized use of your account.
3. Tokens and Gold Subscriptions.
(a) Tokens. "Tokens" are a limited, non-transferable, revocable license to access the artificial-intelligence features of the Services, namely adding a recipe by automated reading, converting a recipe to the Form, Matrix and Grid layouts, and restoring a scanned page. The Token cost of each such action is displayed within the App before the action is performed.
(b) Acquisition. New accounts receive a one-time grant of promotional Tokens, which do not expire. Token packs may be purchased within the App. A Gold subscription ("Gold") grants a stated number of Tokens at the commencement of each subscription period for which it is active; Tokens granted under Gold expire at the end of the subscription period in which they were granted and do not roll over. Promotional Tokens are expended before Gold Tokens.
(c) Nature of Tokens. Tokens have no monetary value, are not currency, may not be redeemed for money or transferred to any other person or account, and are forfeited upon deletion of your account. Where an action fails for reasons attributable to the Services, the Tokens expended are restored to your balance.
(d) Billing Through Apple. All purchases are processed by Apple Inc. ("Apple") under Apple's terms and conditions. Gold renews automatically at the price displayed in the App until cancelled through your Apple subscription settings at least twenty-four (24) hours before the end of the current period. Requests for refunds must be directed to Apple. Where Apple issues a refund, we may revoke the Tokens or access to which the refunded purchase related.
(e) Price Changes. We may change the price of Token packs and Gold and the Token cost of any action. Changes apply to purchases and actions occurring after the change and do not affect Tokens already held.
4. User Content.
(a) Ownership. You retain ownership of the recipes, notes, photographs and other material you submit to the Services ("User Content"). You grant us a non-exclusive, worldwide, royalty-free license to store, reproduce, process, modify (solely for formatting and scaling) and display User Content for the purpose of providing the Services to you, including transmitting material you submit for artificial-intelligence reading to our service providers for that purpose only.
(b) Public Content. Where you designate a recipe as public, you additionally grant us a non-exclusive, worldwide, royalty-free license to display that recipe, its photograph and your first name and last initial to other users of the Services for so long as the recipe remains public, and you represent and warrant that you hold all rights necessary to grant such license. Public Content is removed upon deletion of your account.
(c) Responsibility. You are solely responsible for User Content. You represent and warrant that you have the right to submit it and that its submission does not infringe the rights of any third party. Recipes digitized from books, periodicals and websites are for your personal, non-commercial use. You may not designate as public any material in which a third party holds copyright, including scanned pages and photographs not taken by you.
(d) Removal. We may remove or disable access to any User Content that we reasonably believe violates these Terms or the rights of any person, with or without notice.
5. RecipeForm Content. The Discover section of the App and the Website display recipes published by us ("RecipeForm Content"). RecipeForm Content, together with the App, the Website, and all software, designs, text, graphics and trademarks comprised therein, are owned by us or our licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to save RecipeForm Content to your library and to use the Services for your personal, non-commercial purposes in accordance with these Terms. You may not republish, distribute or commercially exploit RecipeForm Content without our prior written consent.
6. Artificial-Intelligence Output; Cooking. Recipes produced by automated reading are generated from the material you submit and are presented to you for review before being saved. The Services do not fabricate quantities, but automated reading may contain errors or omissions. You are responsible for verifying quantities, times, temperatures and instructions against the original source, particularly when scaling. You acknowledge that cooking involves inherent risks, including those relating to food safety, allergens, equipment and heat, and that you assume all such risks. The Services do not provide medical, nutritional or dietary advice.
7. Acceptable Use. You agree not to: (a) use the Services in violation of any applicable law; (b) interfere with or disrupt the Services or the servers and networks connected thereto; (c) circumvent, or attempt to circumvent, any Token, allowance, device-attestation or security mechanism, including by repeatedly claiming promotional Tokens; (d) reverse engineer, decompile or disassemble the App except to the extent permitted by applicable law; (e) access the Services by automated means or extract content from them in bulk; or (f) impersonate any person or misrepresent your affiliation with any person or entity.
8. Termination. You may cease using the Services at any time and may delete your account from within the App. We may suspend or terminate your access to the Services, with notice where reasonably practicable, if you breach these Terms or if we reasonably believe such action is necessary to protect the Services or other users. Deletion or termination of your account does not cancel a Gold subscription, which must be cancelled through Apple. Sections 3(c), 4, 5, 6, 10, 11, 12 and 13 survive termination.
9. Modifications. We may modify the Services, including by adding, altering or discontinuing features, at any time. We may also modify these Terms from time to time. Where a modification is material, we will provide notice within the App or by e-mail prior to its effective date, and your continued use of the Services after that date constitutes acceptance of the modified Terms.
10. Disclaimer of Warranties. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, OR THAT ANY AUTOMATED READING WILL BE ACCURATE OR COMPLETE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, IN WHICH CASE THE FOREGOING EXCLUSIONS APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
11. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RECIPEFORM OR ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF DATA, RECIPES, PROFITS OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO US THROUGH THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM AND (B) FIFTY UNITED STATES DOLLARS (US$50). NOTHING IN THESE TERMS LIMITS LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.
12. Indemnification. You agree to defend, indemnify and hold harmless RecipeForm and its members, managers, employees and contractors from and against any claims, liabilities, damages, losses and expenses, including reasonable attorneys' fees, arising out of or in connection with your User Content, your use of the Services, or your breach of these Terms.
13. Apple-Specific Terms. These Terms are concluded between you and RecipeForm, and not with Apple. Apple is not responsible for the App or its content, has no obligation to furnish any maintenance or support services with respect to the App, and is not responsible for addressing any claims by you or any third party relating to the App, including product-liability claims, claims that the App fails to conform to any legal or regulatory requirement, and claims arising under consumer-protection or similar legislation. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price of the App, if any, to you; to the maximum extent permitted by law, Apple has no other warranty obligation whatsoever with respect to the App. You represent that you are not located in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country and are not listed on any U.S. Government list of prohibited or restricted parties. Apple and its subsidiaries are third-party beneficiaries of these Terms and, upon your acceptance hereof, shall have the right to enforce these Terms against you. Apple's Licensed Application End User License Agreement applies to the extent not inconsistent with these Terms.
14. Governing Law and Disputes. These Terms and any dispute arising out of or relating to them or the Services shall be governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. Before commencing any formal proceeding, you agree to first contact us at contact@recipeform.app and to attempt in good faith to resolve the dispute informally for a period of thirty (30) days. Subject to the foregoing, the state and federal courts located in the State of Delaware shall have exclusive jurisdiction over any such dispute, and you consent to the personal jurisdiction of such courts. Nothing in this Section prevents either party from seeking relief in small-claims court or from seeking injunctive relief in any court of competent jurisdiction.
15. General. These Terms, together with the Privacy Notice, constitute the entire agreement between you and RecipeForm with respect to the Services and supersede all prior agreements. If any provision of these Terms is held unenforceable, the remaining provisions shall remain in full force and effect. Our failure to enforce any provision shall not constitute a waiver thereof. You may not assign these Terms without our prior written consent; we may assign them without restriction. The section headings are for convenience only and have no legal effect.
16. Contact. Questions regarding these Terms should be e-mailed to contact@recipeform.app, or sent to Avonhood LLC, Attn: Legal, at the same address.