XtraFoodClub Terms of Service (the “Terms” or the “Agreement”)

“XtraFoodClub” is the brand and trademark for the App (as defined below) owned by OiC Professional Services Corp. (“OiC”). All rights (including ownership) of every kind relating to the App and XtraFoodClub intellectual property are exclusively owned and enforceable by OiC. For the purposes of this Agreement any reference to the term “XtraFoodClub” shall also be a reference to OiC.

The following General Terms and Conditions (the “Terms”) apply to both a member/visitor’s use of the XtraFoodClub App mobile platform in both iOS and Android formats (the “App”) and the use of XtraFoodClub’s website at www.XtraFoodClub.com (hereinafter the “Website”). The terms "You" or “Your” (in both upper and lower case) refer to the individuals using the App and Website (also an “XtraFoodClub User” or “XtraFoodClub Member”) as well as individuals or organizations who are buying, selling, sharing or donating food and drinks to XtraFoodClub Users/Members on an App or Website (an “XtraFoodClub User/Member”). The terms “We”, “Our” or “Us” (in both upper and lower case) refer to XtraFoodClub and its owners. The Agreement is an agreement between You and Us and by using the App, or visiting the Website, You agree to be bound by the Terms.

BY DOWNLOADING, ACCESSING OR USING OUR APP AND REGISTERING AN ACCOUNT, OR ENGAGING IN ANY WAY WITH A PRODUCT OR SERVICE OR FOOD OR DRINK OFFERED BY AN XTRAFOODCLUB MEMBER/USER, OR PROVIDING OR OFFERING A PRODUCT, SERVICE, FOOD OR DRINK AS AN XTRAFOODCLUB MEMBER/USER, ACCORDING TO THE TERMS AND CONDITIONS BELOW, YOU REPRESENT AND ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. YOU ACKNOWLEDGE THAT THESE TERMS CONSTITUTE AN AGREEMENT BETWEEN YOU AND US, EVEN THOUGH IT IS ELECTRONIC AND IS NOT PHYSICALLY SIGNED BY EITHER YOU OR US. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, THEN DO NOT ACCESS THE APP AND WEBSITE OR USE THE PRODUCTS, FOOD OR DRINKS OR CONTENT IN ANY WAY.

Further, by purchasing any XtraFoodClub Member/User offering, product, service, food or drink or participating in other available programs via the App or the Website, or by engaging, as an XtraFoodClub Member or User with any other XtraFoodClub Member or User, You both agree to these Terms of Use.

Description of XtraFoodClub: XtraFoodClub is a proprietary peer-to-peer marketplace platform that enables members to find, buy, sell, and share food and drinks, and connect with other members based on location and availability. XtraFoodClub helps its Members reduce grocery costs and unnecessary waste, and connect with nearby members. It enables users/members (an “XtraFoodClub User” or “XtraFoodClub Member”) to earn income, recover cost, save money, reduce waste, and help save the environment. All XtraFoodClub Members and Users are bound by these terms and any reference to “You” (in upper or lower case) shall include all XtraFoodClub Members and Users.
How XtraFoodClub Works: XtraFoodClub is a proprietary platform that brings together sellers and buyers based on location. Whenever someone needs to buy food or drinks, they can find on their XtraFoodClub App a Member (the XtraFoodClub Member) who is willing to sell them that item - at the preferred location. The proprietary platform allows for searching, connecting, advertising, chatting, posting, buying, selling and sharing legal foods and beverages between XtraFoodClub Members/Users. The XtraFoodClub Members connect and agree on the food or drinks to be bought or sold using the App. Such transaction is wholly independent from the App and as such we have no responsibility, liability, or warranty in relation to this transaction. XtraFoodClub members and users interact, engage and transact directly with each other without any involvement from XtraFoodClub, its owners, related companies or its principles.
Obligations of XtraFoodClub Users and XtraFoodClub Members: XtraFoodClub Users and XtraFoodClub Members agree to adhere to the following covenants, and further agree that a breach of any of the following is sufficient cause for their account with XtraFoodClub to be terminated:
1. XtraFoodClub Members and Users: Agree to,
  1. Only offer, sell, buy, trade or share legal products. Legal products are determined by local laws; and
  2. All products, foods and drinks offered on the XtraFoodClub platform must be of good quality. Expired or otherwise spoiled products cannot be offered on the app under any circumstance; and
  3. Adhere to, or provide reasonable cancellation notice for, any arrangements set up with an XtraFoodClub Member; and
  4. Pay all fees or costs associated with any food or drink that they request from an XtraFoodClub Member; and
  5. Be responsible for paying directly all government taxes and fees applicable to their income; and
  6. Be responsible for fees charged by XtraFoodClub and its Owners; and
  7. Update the availability of the product in a prompt and timely manner; and
  8. Not misrepresent that they can provide a product that they are otherwise unable to provide or should not provide for any reasons.
2. Our protection from liability relating to the engagement between the XtraFoodClub Users or XtraFoodClub Members shall be complete to the fullest extent of the law. As such, all XtraFoodClub Users and XtraFoodClub Members agree to indemnify and hold Us harmless for any fees, costs, damages, payments, claims of any nature relating to any product, food or drink consumed, bought, sold, shared or donated or unpaid or that is performed or provided incorrectly, or in a way that that causes damages. We shall have no liability, whatsoever, with respect to the engagement between XtraFoodClub Users or XtraFoodClub Members other than providing an initial connection through the App. Any decision by XtraFoodClub Members or Users to engage with other XtraFoodClub Members or Users to provide a product, food, drink or service, or a decision by XtraFoodClub Member/User to actually provide a product, drink or service is an independent transaction between such XtraFoodClub Members/Users for which we have no engagement, liability, warranty, or responsibility. XtraFoodClub does NOT own, control, store, or price the products offered on the app.
Your Account and Profile
1. To become XtraFoodClub User or XtraFoodClub Member you must download and register the App and pay membership fee. During the registration process you may be required to submit your name, phone number, banking or credit card information, address and business information. XtraFoodClub users may also sign up using their Apple, iOS, Google, Android, Facebook or LinkedIn accounts (such account sign-in is subject to the terms of Section 21 below).
2. Your account is non-transferrable. You cannot sell, combine, or otherwise share it with any other person, entity or company. Any violation of these terms, including, without limitation, failure to maintain updated and correct information about your account, which will include maintaining up to date financial information, will cause your account to fall out of good standing and we reserve the right to cancel your account in our sole discretion. If your account is cancelled, you may forfeit any pending, current or future account credits, and any other forms of unredeemed value in your account.
3. Upon termination, the provisions of these terms that are by their nature intended to survive termination (indemnities, waivers, and confidentiality and intellectual property provisions) shall survive. We also reserve the right to change or discontinue any aspect or feature of the App or Website, including, without limitation, requirements and eligibility for use.
4. You may only create and hold one account on the App for your personal use, and You must register using a valid credit card. You are responsible for updating and correcting information you have submitted to create or maintain your account.
5. You understand and agree that we have no responsibility for any incident arising out of, or related to, your account settings. You must safeguard your password and supervise the use of your account. You are solely responsible for maintaining the security of your account and maintaining settings that reflect your preferences. We will assume that anyone using the App and Website or transacting through your account is you. You agree that you are solely responsible for any activity that occurs under your account.
Membership Fees: XtraFoodClub is a subscription-based app. The current annual subscription fee is $5. The membership fee is non-refundable and is subject to change.
Your Permission To Use and Access Our App: Your permission to use our App is conditional upon Your agreement that You:
1. are 18 years of age and can enter legally into a binding agreement;
2. will comply with these terms;
3. will provide accurate information when creating an account or downloading the App;
4. are solely responsible for your user account and the activity that occurs while signed in to or while using our App;
5. will not use our App to collect any personally identifiable information, including account names, email addresses, or other such information, for commercial solicitation purposes;
6. will not use the communication systems provided by or contacts made on our App for any commercial solicitation purposes;
7. are solely responsible for your content submissions, including discussion posts, profile information and links, pictures, and other such content (if the same are made available through our App);
8. represent that you own or have the necessary licenses, rights, permissions, and consents to use and authorize us to use any and all content submitted by You to Us in accordance with the licenses granted in these terms;
9. Represent, in the event that you provide services or provide products as a Chef that you have the necessary skill, resources, business licenses, and legal authority to provide the food or drinks that you offer;
10. Represent that you will pay for any product, food or drinks you agree to purchase from XtraFoodClub Members/Users, in accordance with the terms and conditions set out by XtraFoodClub.
11. will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, or trade secret, unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content to XtraFoodClub; and
12. Hereby agree that we have the right to determine whether any of your content submissions are appropriate and comply with these terms, remove any and/or all of your submissions, and terminate your account with or without prior notice.
13. Failure to adhere to these covenants can result in immediate termination of your XtraFoodClub Member account.
App User Conduct: With respect to the App, all XtraFoodClub Users and XtraFoodClub Members expressly agree:
1. To:
  1. Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
  2. Provide accurate information to Us and keep it updated;
  3. Use Your real name (or the real name of your organization) on your profile;
  4. Comply with Anti-Spam rules and regulations;
2. To not:
  1. Act dishonestly, including by posting inappropriate, inaccurate, or objectionable content or advertisements for product that you cannot provide or should not provide either because of regulatory or legal reasons, the quality or the condition of the product, lack of skill, availability or because the product is not legal to be provided by You;
  2. Add content that is not intended for, or inaccurate for, a designated field (e.g. submitting a telephone number in the “title” or any other field, or including telephone numbers, email addresses, street addresses or any personally identifiable information for which there is not a field provided by XtraFoodClub);
  3. Create a false identity on XtraFoodClub;
  4. Misrepresent your identity, including but not limited to the use of a pseudonym;
  5. Disclose your password;
  6. Use or attempt to use another's account;
  7. Harass, abuse or harm another person;
  8. Send spam or other unwelcomed communications to others;
  9. Scrape or copy profiles and information of others through any means (including crawlers, browser plugins and add-ons, and any other technology or manual work);
  10. Act in an unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable manner;
  11. Disclose information that you do not have the right to disclose (such as confidential information of others);
  12. Violate intellectual property rights of others, including patents, trademarks, trade secrets, copyrights or other proprietary rights;
  13. Violate the intellectual property or other rights of XtraFoodClub, including, without limitation, using the word “XtraFoodClub” or our logos in any business name, email, or URL;
  14. Private message any unsolicited or unauthorized advertising to your XtraFoodClub Member’s, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation unauthorized by XtraFoodClub;
  15. Send messages to distribution lists, newsgroup aliases, or group aliases;
  16. Post anything that contains software viruses, worms, or any other harmful code;
  17. Manipulate identifiers in order to disguise the origin of any message or post transmitted through the food or drinks;
  18. Create profiles or provide content that promotes escort food or drinks, prostitution or any other illegal offering or food or drink;
  19. Creating or operate a pyramid scheme, fraud or other similar practice;
  20. Copy or use the information, content or data of others available on the App (except as expressly authorized);
  21. Copy or use the information, content or data on XtraFoodClub in connection with a competitive offering from another XtraFoodClub Member (as determined by XtraFoodClub);
  22. Copy, modify or create derivative works of XtraFoodClub, the food or drinks we offer through the App or any related technology (except as expressly authorized in writing by XtraFoodClub);
  23. Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the App or any related technology, or any part thereof;
  24. Imply or state that you are affiliated with or endorsed by XtraFoodClub without our express consent;
  25. Remove any copyright, trademark or other proprietary rights notices contained in or on our App;
  26. Remove, cover or obscure any advertisement included on the App;
  27. Collect, use, copy, or transfer any information obtained from XtraFoodClub without the consent of XtraFoodClub;
  28. Share or disclose information of others without their express consent;
  29. Use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” the App or any related data or information;
  30. Use bots or other automated methods to access the App, add or download contacts, send or redirect messages;
  31. Monitor the App’s availability, performance or functionality for any competitive purpose;
  32. Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the App;
  33. Access the App except through the interfaces expressly provided by XtraFoodClub, such as its App and Website (if applicable);
  34. Override any security feature of the App;
  35. Interfere with the operation of, or place an unreasonable load on, the App or Website (e.g., spam, denial of service or product attack, viruses, gaming algorithms);
General Information: All products that are described, made available or provided on the App or Website by an XtraFoodClub Member may be changed or withdrawn at any time without notice. The information, material and content provided in the pages of the App and Website, including pricing information for products, food or drinks or deals that are provided by XtraFoodClub Member’s, (the "Information") is believed to be reliable when posted, but there is no guarantee or warranty that it is accurate, complete or current at all times. Without limiting the generality of the foregoing, the Information may include technical inaccuracies or typographical errors, XtraFoodClub and their owners, officers, directors, employees, agents and affiliated companies have no obligation to update the Information, and also have no liability with respect to the Information. The Information on the App and Website may be changed, withdrawn or terminated at any time without notice. Each XtraFoodClub Member/User expressly agrees to indemnify and hold Us harmless from any losses, damages, sickness, illness, claims or lawsuits as a result of inaccurate or misleading Information provided by an XtraFoodClub Member/User.
Local laws and Export control
1. It is important to note that not all of the products, foods, drinks and Information made available or provided on the App and Website by a particular XtraFoodClub Member/User are available in all jurisdictions. In addition, the Information does not constitute an offer or solicitation to buy or sell any product, food or drink or information to anyone in any jurisdiction in which an offer or solicitation is not authorized or cannot legally be made, or to any person to whom it is unlawful to make an offer or solicitation.
2. Please be aware of the laws of your country or that otherwise apply to you in relation to any of the matters described in the pages of the App and Website. If you choose to access the App or Website, or purchase a product or food or drink from an XtraFoodClub Member/User, you do so on your own initiative and are responsible for compliance with applicable local, national or international laws.
3. You may not use, export or re-export the Information or any copy or adaptation thereof in violation of any applicable laws or regulations, including export laws and regulations of Canada in force from time to time.
No Advice: Any Information provided on the App and Website, including any data, images, text, comments, pages, commentary, is for informational purposes only and is not intended to provide specific financial, investment, real estate, tax, legal, accounting or other advice to you, and should not be acted or relied upon in that regard without seeking the advice of a professional. We will have no liability for any Information that is provided by an XtraFoodClub Member/User on the App.
No Warranties: XtraFoodClub provides the App and the Information on an "as is, where is" basis and does not make any express or implied warranties, representations, or endorsements with respect to the App or Website, the products or food or drinks offered, or the Information, including without limitation, warranties as to merchantability, operation, non-infringement, usefulness, completeness, accuracy, currency, reliability and fitness for a particular purpose. Further, XtraFoodClub does not represent or warrant that the App or Website will be available and meet your requirements, that access will be uninterrupted, that there will be no delays, difficulties in use, defects, incompatibility, failures, errors, omissions or loss of transmitted information, that no viruses or other contaminating or destructive properties will be transmitted or that no damage will occur to your computer system. You have sole responsibility for taking protection and backup of data and/or equipment and for taking reasonable and appropriate precautions to scan for computer viruses or other destructive properties. Further, XtraFoodClub expressly disclaims any warranty or guarantee, of any kind, relating to buying and selling not being completed by an XtraFoodClub Member/User, work actually performed by an XtraFoodClub Member/User, incorrect information provided in the account of an XtraFoodClub Member/User, or an XtraFoodClub Member/User being dissatisfied with the level or quality of product, service, food or drink they receive, and in no way shall We be liable for any of the foregoing.
Indemnification: You (all XtraFoodClub Users and XtraFoodClub Members) agree to indemnify, defend and hold Us harmless, as well as our officers, directors, related companies, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of Your use of or inability to use the App, any user/member postings made by You, Your violation of these Terms or Your violation of any rights of a third party, any claim relating to a product, service, food or drink that is provided or performed by an XtraFoodClub Member/User for an XtraFoodClub Member/User, or Your violation of any applicable laws, rules or regulations. XtraFoodClub reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will fully cooperate with XtraFoodClub in asserting any available defenses. Further, You (in your respective capacity as a buyer or a seller as the case may be) agree to hold Us harmless and fully indemnify Us, relating to any damages, losses, claims or lawsuits relating to buying and selling not being completed by an XtraFoodClub Member/User, faulty, incorrect, or negligent product or service provided or performed by an XtraFoodClub Member/User, incorrect information provided in the account of an XtraFoodClub Member/User, or an XtraFoodClub Member/User being dissatisfied with the level or quality of product, service, food or drink they receive, and in no way shall We be liable for any of the foregoing.
Trademarks, Copyrights and Intellectual Property Rights:
1. Certain names, words, titles, phrases, logos, icons, graphics or designs, images, or other content on the App and Website, are trademarks or trade names owned by Us. Nothing on the App and Website shall be construed as conferring any license of any intellectual property rights, whether by estoppel, implication or otherwise. The information provided on the App is for your personal use, provided such use includes a reference to the respective copyright and/or trademark notice or attribution as denoted on the pages copied. Except when otherwise stipulated, this information may not otherwise be copied, displayed, distributed, downloaded, licensed, modified, published, reposted, reproduced, reused, sold, transmitted, used to create a derivative work or otherwise used for public or commercial purposes without Our express written permission, which permission may be withheld for any reason. The Information is protected under the copyright laws of Canada and other countries. Any unauthorized downloading, re-transmission, or other copying or modification of trademarks and/or the contents of the App and Website may be a violation of federal or other law that may apply to trademarks and/or copyrights, and such actions could subject the copier to legal action.
2. You acknowledge and agree that we retain ownership of all intellectual property rights of any kind related to the App and Website, including applicable copyrights, trade-marks and other proprietary rights. We are not granting any license to you under any of those intellectual property rights by virtue of this Agreement, except for the limited right to use the App and Website in accordance with this Agreement. We reserve all rights that are not expressly granted to you in this Agreement.
3. The Content on the App and Website is owned by Us. This includes, without limitation, the text, software, scripts, graphics, photos, designs, icons, product images, codes, sounds, interactive features and the trademarks, and logos contained therein ("Marks"). The Marks are owned by Us. Content provided by Us is provided to You “AS IS” for your information and personal use only and may not be used, copied, reproduced, modified, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners.
4. Further, you grant us an irrevocable, perpetual, non-exclusive, royalty-free, fully paid, worldwide license, with rights to sublicense through multiple levels of sub-licensees, to reproduce, make derivative works of, translate, distribute, publicly perform and publicly display in any form or medium, whether now known or later developed, make, use, sell, import, offer for sale, otherwise commercially exploit and exercise any and all such rights, under any and all of Your intellectual property rights related to any content, or any nature, that you may post on the App and Website, in any manner We choose. If You have any rights to the content that cannot be licensed to Us (such as moral rights), you unconditionally and irrevocably waive the enforcement of such rights, and all claims and causes of action of any kind against us or related to our customers, members, and partners anywhere in the world, with respect to such rights.
Information Provided By You: You agree that any information or materials that you provide to XtraFoodClub through the App or Website shall become the sole property of XtraFoodClub, and may be used freely by XtraFoodClub. By providing such information and materials, you declare and warrant that you have all necessary rights to submit such information and materials and that the information and materials do not infringe the rights of third parties.
Electronic Communication via the Internet: Any unprotected electronic communication over the Internet is, as with communication via other mediums (e.g. cellular phones, post office mail, social mediate pages) not secure or confidential, subject to possible interception or loss, and possible alteration. You should not send any confidential, proprietary or sensitive information about You or others via these mediums. XtraFoodClub is not responsible for and will not be liable to You or anyone else for any damages in connection with an email, text message, comment, post or any other electronic message sent by You to Us or an email, text message, comment post or any other electronic message sent by an XtraFoodClub Member/User to You, and you hereby agree to indemnify Us for any damages, claims or causes of action pursuant to this provision.
No Endorsements: No endorsement or approval of any XtraFoodClub Member/User, or any third party or its advice, opinions, information, products or food or drinks is expressed or implied by our authorizing You to use Our App. Further we do not endorse the product, foods, drinks work, or provide a warranty relating to the product or service of any XtraFoodClub Member/User. If, as an XtraFoodClub Member/User, you choose to engage an XtraFoodClub Member/User to provide a product, food or drink, or perform certain work, you are doing so of your own free will and choice, without any coercion from Us. As such you accept, wholly, the risk of engaging with said XtraFoodClub Member/User. You both acknowledge that You have no claim against us in your relationship with each other.
No Liability: We are not responsible, and will not be liable to you or anyone else, for any damages whatsoever and howsoever caused (including direct, indirect, incidental, special, consequential, exemplary or punitive damages) arising out of or in connection with the App, or your ability or inability to access or use the App, or any action or decision made by You in reliance on the App, or any errors in or omissions from the App, or any unauthorized use or reproduction of the App, even if We have been advised of the possibility of these damages. We are also not liable in any way for unpaid fees, costs damages, or claims of any kind for products provided or work performed by XtraFoodClub Members/Users that goes unpaid by XtraFoodClub Members/Users, nor are we liable in any way for costs, damages, and claims of any kind from XtraFoodClub Users relating to product provided or work done by XtraFoodClub Members/Users (whether negligent or otherwise). You agree to fully indemnify and hold Us harmless for any claims of this nature and acknowledge that this clause is reasonable as We are not providing an direct product, service, food or drink, other than an interaction portal through the App. You further acknowledge that any engagement between XtraFoodClub Members/User is an independent contract and there is no relationship of privity, joint venture or partnership with Us for that separate transaction.
No Unlawful Use: As a condition of Your use of the App and Website, You warrant to Us that You will not use the App or Website for any purpose that is unlawful, or is prohibited by these Terms. You may not use the App and Website in any manner which could damage, disable, overburden, or impair the App and Website or interfere with any other party's use and enjoyment of the App and Website. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the App and Website. You will not post or distribute any material on the App and Website that violates the rights of any third party
Links/Software: The App and Website may include links between the App and Website and other sites. Links from or to other sites, are for convenience only. XtraFoodClub does not review or control, and are not responsible for, any app or website linked from or to the App and Website, the content of those apps and Websites, the privacy practices of those apps and websites, the third parties named therein, or their products or food or drinks. These links are provided solely as a convenience to you and not because we endorse or have an opinion about the contents on such apps or websites. We expressly disclaim any representations regarding the content or accuracy of materials on such app and website or the privacy practices of those app and website. If you decide to access App and Website maintained by other parties, you do so at your own risk. We are not responsible or liable, directly or indirectly, for any damage, loss or liability caused or alleged to be caused by or in connection with any use of or reliance on any content, products or food or drinks available on or through any such linked site or resource. Linking to any other app or website is at your sole risk and XtraFoodClub will not be responsible or liable for any damages in connection with such linking. In addition, XtraFoodClub does not endorse or approve of any app and website linked from or to the App and Website, except for the App and Website of XtraFoodClub. You may not gather, extract, reproduce and/or display on any other non-XtraFoodClub app and website or other online food or drink, any material on or from the App and Website, whether or not by the use of spiders or other 'screen scraping' software or system used to extract data without the express consent of XtraFoodClub which consent may be unreasonably withheld. If you download any document (including all file types) or software, we are not responsible or liable for any difficulties or consequences associated with downloading such software. The use of any downloaded software is governed by the terms of the applicable license agreement, if any, which accompanies such software or is provided with such software or herein.
Jurisdiction: The App and Website is administered by XtraFoodClub as specifically disclosed in the footers of the App and the Website, from its offices in Canada. The App and Website, and the terms of use will be governed by and construed in accordance with the laws of the Province of Alberta and the laws of Canada applicable therein, without giving effect to any principles of conflicts of laws, and notwithstanding your domicile, residence or physical location. All disputes, controversies or claims arising out of or in connection with the App and Website, or this Agreement shall be submitted to and be subject to the exclusive jurisdiction of the courts of the Province of Alberta. You submit and attorn to the exclusive jurisdiction of the courts of the Province of Alberta to finally adjudicate or determine any suit, action or proceeding arising out of or in connection with the App and Website, of this Agreement.
Third Party Log In: We may, at our sole discretion provide for third party log-in functions. If You log-in using Your credentials for another service provider including, without limitation, Apple, Facebook, LinkedIn, Google, Microsoft, Yahoo! or Twitter, you may be re-directed to a sign-in request page hosted by that third-party service provider. By signing-in using Your credentials for that food or drink, You agree to be fully bound by all of the terms and conditions stated herein, and to the extent that You provide any information to any of these third party food or drinks, You also agree to abide by and be bound by their stated terms of use and privacy policies.
Disclaimer Re: Changes: THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, FOOD OR DRINKS, AND RELATED GRAPHIC IMAGES (“CONTENT”) INCLUDED IN OR AVAILABLE THROUGH THE APP AND WEBSITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE CONTENT HEREIN. XTRAFOODCLUB MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE APP AND WEBSITE AT ANY TIME. XTRAFOODCLUB MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, OR ACCURACY OF THE CONTENT CONTAINED ON THE APP AND WEBSITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH CONTENT IS PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. XTRAFOODCLUB HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS CONTENT, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. YOU AGREE THAT XTRAFOODCLUB IS IN NO WAY RESPONSIBLE FOR THE ACCURACY, TIMELINESS OR COMPLETENESS OF INFORMATION IT MAY OBTAIN FROM LINKED SITES.
Limitation of Liability: We are not responsible for:
1. Losses, costs, damages or claims caused to an XtraFoodClub Member or XtraFoodClub User as a result of an XtraFoodClub Member or XtraFoodClub User not paying for a product, service, food or drink cost to an XtraFoodClub Member/User;
2. Losses, costs, damages, or claims by an XtraFoodClub Member/User because of a product, service, food or drink provided (or not provided) by an XtraFoodClub Member/User;
3. Disputes relating to the provision of products, services, food or drinks, or the engagement between XtraFoodClub Members/Users;
4. Representations or warranties of any kind made by an XtraFoodClub Member/User;
5. indirect losses which are a side effect of the main loss or damage and which are not reasonably foreseeable by You and Us at the time of entering into these terms, for example illness, sickness, loss of profits or loss of opportunity as a result of an XtraFoodClub Member/User engaging with an XtraFoodClub Member/User;
6. content posted by other XtraFoodClub Members/Users;
7. loss of data;
8. loss of goodwill;
9. computer, smartphone, or App malfunction or failure;
10. business or commercial losses caused to non-consumers; or
11. failure to provide the App or to meet any of our obligations under these terms where such failure is due to events beyond our reasonable control which prevents us from providing the App or fulfilling any of our other obligations under this Agreement including but not limited to disruptions to the internet, fire, flood, storm, riot, civil disturbance, war, nuclear accident, pandemic, terrorist activity and acts of God.
Reservation of Rights Regarding XtraFoodClub Member Customer Disputes: We reserve the right, and we have no obligation, to monitor, or take any action we deem appropriate regarding disputes that You may have with other XtraFoodClub Members/Users or any XtraFoodClub Members/Users. To the extent the law permits, you waive and release Us from any and all claims or liability related to any content posted on the App and Website and from any and all claims related to the conduct of any other customers of ours or any XtraFoodClub Members or XtraFoodClub Users.
No Joint Venture / Agency / Entire Agreement / Severability: Unless otherwise agreed in a separate writing, you agree that no joint venture, partnership, employment, or agency relationship exists between You (whether you are a XtraFoodClub User or a XtraFoodClub Member) and XtraFoodClub as a result of the use of the App and Website, or a separate transaction for products, services, food or drinks is entered into by an XtraFoodClub Member/User. XtraFoodClub performance is subject to existing laws and legal process, and nothing contained herein is in derogation of XtraFoodClub’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the App and Website or information provided to or gathered by XtraFoodClub with respect to such use. If any part of this agreement is determined by a court of competent jurisdiction to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms shall remain in effect. Unless otherwise specified herein, these Terms constitute the entire Agreement between the member/user and XtraFoodClub with respect to the App and Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the member/user and XtraFoodClub with respect to the App and Website.
Information Rights and Use of User Consent: When you use our App or Website, You can publish and obtain access to various kinds of information and materials, and content which also includes information and materials posted to the App and Website by You. You agree not to revise or obscure content posted by others (including advertising and promotions authorized by Us), and You agree not to post or use any content in any manner that: infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others, breaches the privacy, publicity, or other rights of third parties, is unlawful, defamatory, discriminatory, libelous, pornographic, obscene, abusive, threatening, harassing, hateful, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate, as determined by XtraFoodClub in its sole discretion, is false or inaccurate, or could damage our company, parent company, sister companies, affiliates, advertisers, or any other third party. Though we strive to enforce these rules with all of our users, You may be exposed through the App or Website to content that breaches our policies or is otherwise offensive. You may use the App and Website at your own risk. We may, but are not obligated to, terminate member/user accounts and/or remove content from the App and Website if we determine or suspect that those accounts or content will breach the terms of this Agreement or the applicable agreement with the offending user(s). We take no responsibility for your exposure to content on the App and Website whether it breaches our policies or not.
Term and Termination: We reserve the right to unilaterally terminate Your account in the event that You breach any of the terms contained herein. We also reserve the right to unilaterally terminate Your account for a reported incident (relating to Your provision of product, service, food or drinks as an XtraFoodClub Member/User, or your receipt of product, service, food or drinks as an XtraFoodClub Member/User), that in our sole discretion, we determine to be detrimental to our business, or other XtraFoodClub Members/Users. We may change or discontinue the App and Website or any of the products or services at any time without prior notice. We reserve the right to terminate this Agreement at our election and for any reason, without prior notice, and this Agreement will automatically terminate in the event that you violate any of the terms and conditions set forth herein. In the event of any termination, You will stop using our App and Website and services. Any Coupon issued prior to termination will be honored according to its terms and the terms of this Agreement specifically applicable to such Coupon.
Express Consent To Electronic Communications: The communications between You and XtraFoodClub uses electronic means, whether You visit the App and Website or send us emails, or whether we post notices on the App and Website or communicate with you via email. For contractual purposes, You (a) expressly consent to receive communications from Us in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to You electronically satisfy any legal requirement that such communications would satisfy if it were in writing.
Changes to These Terms: XtraFoodClub reserves the right, in its sole discretion, to change the Terms under which the App and Website is offered. The most current version of the Terms will supersede all previous versions. We encourage you to periodically review the Terms to stay informed of our updates.