Welcome to NeighborFood! These Terms of Use (the "Terms") govern your access to and use of the NeighborFood mobile application and any related websites or services (collectively, the "Services") provided by NeighborFood ("we", "us", or "our"). By creating an account or otherwise accessing or using the Services, you agree to be bound by these Terms, as well as our Privacy Policy, which is incorporated herein by reference. If you do not agree with these Terms or the Privacy Policy, you must not access or use the Services.
These Terms constitute a binding legal agreement between you and NeighborFood. Please read them carefully. The Services are offered and available only to users within the United States who are 18 years of age or older (or the age of legal majority in your jurisdiction). By using NeighborFood, you represent and warrant that you meet these eligibility requirements. If you are using the Services on behalf of a company or other entity, you represent that you have authority to bind that entity to these Terms.
NeighborFood is an online marketplace platform that connects individuals seeking to purchase prepared foods or produce ("Customers" or "Users") with independent third-party food sellers, such as local home chefs, restaurants, and farmers ("Sellers"), and facilitates the optional delivery of those items through independent delivery providers ("Couriers"). We provide the technology platform to enable these transactions and related services (such as in-app ordering, payment processing via Stripe, real-time tracking, and communication tools). NeighborFood is not itself a restaurant, food provider, or delivery courier. We do not prepare food or own any of the items offered through our Service, and we do not employ the Sellers or Couriers. Sellers are independent businesses or individuals who operate their own food preparation services, and Couriers are independent contractors.
By placing an order via NeighborFood, you are purchasing products directly from the Seller (and, if delivery is selected, engaging a Courier to deliver the items). NeighborFood' role is limited to facilitating the connection and streamlining the process: we transmit the order details to the Seller, enable payment processing, and coordinate logistics with the Courier. The Seller is responsible for the quality, safety, and preparation of the food, for complying with all applicable food health and safety regulations, and for accurately describing and pricing their items. The Courier is responsible for the safe and timely delivery of your order. We do not guarantee or assume liability for the products provided by Sellers or the delivery services provided by Couriers, beyond our obligations outlined in these Terms.
You acknowledge that the actual contract for the purchase and sale of goods is between you and the Seller. Similarly, if delivery is arranged, any contract for delivery services is between you and the independent Courier. NeighborFood is a third-party beneficiary to those contracts for the limited purpose of enabling payments to Sellers and Couriers on your behalf, and to enforce any terms that should reasonably apply to the benefit of NeighborFood.
To provide the Services, NeighborFood may request access to certain features or data from your smartphone or device (such as your device's location services, camera, microphone, or storage) with your permission. Granting these permissions is optional; however, if you decline, certain functionalities (like location-based vendor search, photo uploading, or in-app calling) may be limited or unavailable. By granting such permissions, you consent to our accessing and using the relevant features and information for the intended purposes of the Service, as described in our Privacy Policy.
To use many features of the Services (such as placing an order or becoming a Seller), you must create a NeighborFood account. When registering an account, you agree to provide accurate, current, and complete information about yourself (including your name, valid phone number, email address, and delivery address(es) as needed) and to keep this information up-to-date. You may be required to verify your email or phone number via a code or link as part of our security procedures.
Each individual is allowed to create only one Customer account (and if applicable, one Seller account, under separate terms) on NeighborFood. You are responsible for maintaining the confidentiality of your account login credentials, including any password or authentication method (such as a fingerprint or Face ID login on your device). You agree to accept responsibility for all activities that occur under your account. If you suspect any unauthorized access or use of your account or password, you must notify us immediately at support@neighborfood.com. NeighborFood will not be liable for any loss or damage arising from your failure to safeguard your account.
By creating an account, you consent to NeighborFood' use of the personal information you provide in accordance with our Privacy Policy. If you choose to use biometric authentication on your device to log in (for example, fingerprint or facial recognition), you understand that anyone with a saved biometric on your device (such as a family member with a fingerprint saved on your phone) could potentially access your NeighborFood account. It is your responsibility to ensure that you do not register biometric data for anyone whom you do not want to have access to your account.
We reserve the right to suspend or terminate your account (including deleting or disabling your account access) at any time for any reason, including if we suspect that you have provided false information, violated these Terms, or engaged in fraudulent or illegal activity. We may also refuse to open a new account for you if an account of yours has been previously terminated for violations.
When accessing or using NeighborFood, you agree to abide by the following rules of conduct. You will NOT:
Illegal Activities: Use the Services for any unlawful purpose or in furtherance of illegal activities. This includes, but is not limited to, attempting to purchase or sell any prohibited items (such as alcohol, if you are under the legal drinking age, or any other products not allowed on our platform) or engaging in any form of fraud or money laundering.
Interference with the Service: Tamper with, disrupt, damage, or interfere with the proper functioning of the Services. You agree not to hack, reverse engineer, decompile, or disassemble any aspect of the App, or to bypass any measures we may use to prevent or restrict access to the Service or certain functionalities. Introducing viruses, malware, or any harmful code into the App or network is strictly prohibited.
Unauthorized Access: Attempt to gain unauthorized access to any accounts, computer systems or networks associated with NeighborFood or the Services (for example, by attempting to obtain passwords or other security information of other users). You will not use another user's account without permission.
Misrepresentation and Fraud: Impersonate any person or entity, or falsely state or otherwise misrepresent yourself (including misrepresenting your identity or affiliations, e.g., impersonating a NeighborFood representative or another user). You will not create accounts under false pretenses or for anyone other than yourself (except as explicitly allowed, such as creating an account for a business you are authorized to represent).
Abusive Behavior: Engage in any harassing, threatening, abusive, discriminatory, or predatory behavior. This includes using the in-app chat or calls to send offensive, obscene, pornographic, defamatory, or otherwise objectionable messages. Treat other users, Sellers, Couriers, and NeighborFood staff with respect. Any use of hateful language or unlawful harassment in communications is grounds for immediate termination of your account.
Violation of Others' Rights: Post or transmit any content that infringes or violates the rights of any party, including intellectual property rights, privacy rights, or publicity rights. For example, you should not upload images or text you do not have permission to use, and you should not violate confidentiality obligations you may have with third parties when posting any information.
Spam and Commercial Use: Use the platform to distribute unsolicited or unauthorized advertising or promotional material, junk mail, spam, or chain letters. You may not use the Service for the commercial benefit of any third party or to promote any other platform or service without our prior written approval.
Data Collection: Use any robot, spider, crawler, scraper, or other automated means or interface not provided by us to access the Services or to extract data. Also, you may not harvest or collect information about other users (such as names or contact information) without their consent.
Interfere with Orders: Attempt to interfere with or disrupt any transaction or the fulfillment of any order. This includes not intentionally placing orders without the intention of paying or picking them up, or not engaging in behavior that would disrupt the timely delivery of orders (e.g., providing a false or unreachable delivery address).
Additional Seller/Food Rules: If you are a Seller or Courier using the platform (under separate agreements with NeighborFood), you must adhere to all guidelines and standards provided for your role. As a Customer, you agree not to abuse any Seller or Courier, or misuse any products delivered to you (for example, you will follow any provided food handling instructions and will not intentionally misuse return/refund policies).
NeighborFood reserves the right, but is not obligated, to monitor user behavior on the platform and to investigate and take appropriate legal action against anyone who violates the above rules or any other provision of these Terms. This can include removing or modifying content, terminating accounts, and/or reporting you to law enforcement authorities.
By placing an order through NeighborFood, you agree to the following terms concerning orders and payments:
Order Process: When you place an order for food or products through the App, you are essentially making an offer to purchase those items from the Seller at the prices and terms shown. Once you submit your order, the Seller will receive the request. The order is only confirmed when the Seller accepts and we send you a confirmation (via the App and/or email). If a Seller is unavailable or cannot fulfill your order for any reason, we will notify you that your order request has been declined or canceled and you will not be charged (or you will be refunded for any amount already charged).
Pricing and Fees: The prices of menu items or products are determined by the Sellers and displayed in the App. Additional fees may apply to your order, including but not limited to: delivery fees (if you opt for delivery), service fees (which contribute to the development and support of the platform), and applicable taxes. All such fees and taxes will be displayed at checkout before you place your order. In some cases, suggested gratuities or tips for the Courier may be provided for your consideration, but the amount of any tip is at your discretion. By placing the order, you agree to pay the total amount specified (item prices plus any additional fees and taxes).
Payment Authorization: You must provide a valid payment method (such as a credit or debit card) at the time of placing an order. By submitting your payment information, you represent that you are authorized to use the payment method and you authorize NeighborFood (and our designated payment processor, Stripe) to charge the total order amount to that payment method. All payments are processed securely by Stripe; by confirming your purchase, you also agree to Stripe's terms and conditions as they apply to you as a user of their service. We do not accept cash on delivery unless explicitly offered in certain scenarios (and if so, those will be clearly indicated).
Payment Processing: Once your order is confirmed, Stripe will charge your card for the order amount. If your payment method is declined or fails, we will notify you and the order will not be completed. It is your responsibility to ensure your payment information is accurate and up-to-date to avoid payment failures. NeighborFood is not responsible for any fees or charges (e.g., overdraft fees) that your bank or card issuer may apply when your payment method is charged.
Order Changes and Cancellation by You: After an order is placed and confirmed, you may not be able to modify or cancel it, as preparation may be underway or delivery dispatched. If you wish to cancel an order, you should do so as soon as possible through the App or by contacting customer support. In some cases, a cancellation request might be honored with a refund (for instance, if the Seller had not yet accepted or started preparing the order, or if a Courier has not yet been assigned). However, if the order is already being prepared or on the way, a cancellation may not be possible. We reserve the right to charge you a cancellation fee (which could be up to the full order total) for orders you cancel after confirmation, to compensate Sellers and Couriers for their efforts.
Order Cancellation or Adjustment by NeighborFood or Seller: Occasionally, orders might need to be canceled by us or the Seller. This could happen due to various reasons such as the Seller being unable to fulfill the order (e.g., due to an item being out of stock or a kitchen emergency), suspected fraud, or a mistake in the listing (such as a pricing error). If your order is canceled, we will notify you as soon as possible and issue a full refund of any amount charged. Similarly, if an adjustment is needed (e.g., an item is unavailable and you agree to a substitute or removal), the final charge will be adjusted accordingly and you will be informed.
Delivery: If you select delivery, you agree to provide an accurate delivery address and any special instructions. You (or your designee) should be available to receive the delivery at the designated location at the estimated delivery time. If a Courier attempts delivery and is unable to complete it (for example, if no one is available to accept the order, or the address provided is incorrect or inaccessible), the Courier or NeighborFood may attempt to contact you for further instructions. If we are unable to complete delivery due to your absence or error, you may still be charged for the order and any additional fees for the failed delivery. Couriers may, at their discretion, leave the order at your door or with a receptionist/door person if you have indicated approval to do so in your instructions; once delivered (or left as instructed), you assume responsibility for the order.
Inspection and Issues with Orders: Upon receiving your food or items, you should inspect your order. If an item is missing, incorrect, or appears unsatisfactory (e.g., wrong order or spoiled item), please contact our customer support as soon as possible (generally within 24-48 hours of receiving the order). We will work with you, the Seller, and/or the Courier to address the issue, which may include providing a replacement, an account credit, or a partial/full refund, as deemed appropriate and subject to our Refund Policy (if one is provided separately). Our ability to provide a remedy may depend on the circumstances (for instance, we may require a photo of the item or confirmation from the Seller).
Tips: While tipping is not required, it is a customary way to appreciate the Courier's service. You may have the option to add a tip for your Courier at checkout or after delivery. The full amount of any tip you choose to provide is paid to the Courier. NeighborFood does not take any commission or fees from tips. Once provided, tips are generally final and may not be refundable (except in certain cases of error).
Receipts and Records: After completing a transaction, we will provide you with an electronic receipt, accessible via email and/or within the App, summarizing the order and charges. Please review these receipts and keep them for your records. If you see any unfamiliar charges or suspect an error in billing, contact us promptly so we can investigate.
Our Services may integrate with or link to third-party services and content that are not owned or controlled by NeighborFood. Examples include:
Payment Services (Stripe): As noted, all card payments are processed through Stripe, a third-party payment processor. Your use of Stripe in the context of our Services is subject to Stripe's terms of service and privacy policy. NeighborFood is not responsible for the acts or omissions of Stripe. However, if you have issues with payment processing, we will assist in liaising with Stripe to the extent possible to resolve the issue.
Mapping and Location Services: We may use third-party mapping services (such as Google Maps or Apple Maps) to provide functionality like address lookup, route guidance for deliveries, or map display in the App. Use of those features may be subject to the respective provider's terms of use and privacy policy (for example, Google's Terms of Service and Privacy Policy if Google Maps is used). These services might collect anonymized location data or usage data when integrated into our App.
Communications: The App's call or chat functionality might utilize third-party telecommunication services (e.g., Twilio or similar) to connect calls or transmit messages while masking phone numbers. These providers process information such as phone numbers and call duration to facilitate communication. They are bound by agreements to protect that data, but their use of your data is also governed by their own policies.
Links to External Sites: The App or our communications may contain links to websites or content that is provided by third parties (for example, a Seller's own website, or a news article on our blog linking to an external source). NeighborFood has no control over and is not responsible for the content, privacy policies, or practices of any third-party websites or services. If you click a third-party link, you do so at your own risk, and you should review the terms and policies of any site you visit.
Third-Party Offers: We may present you with opportunities to engage with third-party promotions or loyalty programs (for instance, an offer from a payment card issuer or a co-promoted event with another company). Participation is voluntary, and if you choose to partake, any personal information you provide directly to that third party will be subject to that party's terms.
By using our Services, you acknowledge that NeighborFood is not responsible or liable for any third-party services, content, or terms of service. However, if any third-party integration is causing issues or you believe it's not functioning in line with our commitment to users, please let us know and we will address it within the scope of our control.
All content, features, and functionality on the NeighborFood Services (including but not limited to the App's software, text, graphics, logos, button icons, images, audio clips, video, and the design, selection and arrangement thereof) are the exclusive property of NeighborFood or its licensors and are protected by U.S. and international intellectual property laws. NeighborFood and its logos, as well as any related names, logos, product and service names, are our trademarks (or the trademarks of our licensors or partners). You are not granted any right or license to use any of these marks without our prior written permission.
Subject to your compliance with these Terms, NeighborFood grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the App and Services for your personal, non-commercial use. This license is solely for the purpose of enabling you to use and enjoy the benefit of the Services as provided by us, in the manner permitted by these Terms. You agree not to copy, modify, distribute, publicly perform, publicly display, or create derivative works of any portion of the Services (except for your own User Content, as defined below) without our prior written consent.
User Content: In the course of using the Services, you may provide or generate content that can be viewed by others, such as posting reviews or ratings of Sellers, uploading photos (e.g., of delivered meals or your dining experience), or sending messages through the in-app chat ("User Content"). You retain any ownership rights you have in the content that you post or share on the Services. However, by submitting or posting User Content, you grant NeighborFood a worldwide, royalty-free, transferable, sublicensable, irrevocable license to use, reproduce, modify (for formatting or technical purposes, for example), display, publish, translate, distribute, and otherwise make available your User Content in any and all media or distribution methods (now known or later developed) as necessary to provide the Services or for purposes of promoting or marketing NeighborFood. For instance, your reviews may be displayed to other users, or we might use a photo you took of a meal in a promotional collage (with credit to you if appropriate). We will not, however, use your content in a way that violates your privacy rights; please see our Privacy Policy for information on how we protect personal data within User Content.
You represent and warrant that you own or have obtained all necessary rights, licenses, or permissions to the User Content you post and that our use of your User Content in accordance with the above license will not infringe or violate any third-party rights or any laws. You are solely responsible for your User Content and may not post any content that is prohibited by these Terms (see "User Conduct" above).
We do not generally review User Content before it is posted, but we reserve the right to remove or edit any User Content for any reason, including if we believe it violates these Terms or is otherwise objectionable. NeighborFood is not responsible or liable for any User Content, nor do we endorse any opinion contained in User Content.
Feedback: If you choose to submit comments, ideas, or suggestions about NeighborFood or the Services ("Feedback"), you agree that we are free to use such Feedback without any restriction or compensation to you. By accepting your submission, NeighborFood does not waive any rights to use similar or related Feedback previously known to us, developed by our employees, or obtained from other sources.
By You: You may stop using the Services and delete your account at any time. If you wish to delete your account, you can typically do so through the account settings in the App or by contacting us. Account deletion will be handled in accordance with our Privacy Policy (note that certain information may be retained as required by law or for legitimate business purposes).
By NeighborFood: We may terminate or suspend your account and/or access to all or part of the Services, at our sole discretion, for any reason or no reason, with or without notice. Common reasons for termination may include, but are not limited to: violation of these Terms or any policies referenced herein, extended periods of inactivity, your request to delete your account, our discontinuation of the Service (in whole or in part), or technical or security issues. We will not be liable to you or any third party for termination of your account or access to the Services.
Upon any termination of your account, whether by you or us, your right to use the Services will immediately cease. You must cease all use of the App and Services and uninstall the App from your device. The following provisions of these Terms will survive termination: any obligations to pay for Services or orders previously incurred, any rights or licenses you granted to NeighborFood in your User Content, any disclaimers or limitations of liability, any provisions regarding arbitration and dispute resolution, and any other provisions which by their nature are intended to survive termination.
If your account is terminated due to violation of these Terms or any fraudulent or illegal activity, NeighborFood reserves the right to take appropriate legal action and seek any remedies available.
NeighborFood strives to provide a great experience, but we want to make clear the limitations of our obligations. The Services (including the App and all content, and any products or services obtained through the App) are provided on an "AS IS" and "AS AVAILABLE" basis. To the fullest extent permitted by law, NeighborFood and its affiliates, and their respective officers, directors, employees, and agents, disclaim all warranties, express, implied, or statutory, in connection with the Services and your use of them. This includes, without limitation, any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties that may arise from course of dealing or course of performance.
Without limiting the generality of the foregoing, NeighborFood makes no warranty or representation that: (a) the Services will meet your requirements or expectations; (b) the Services will be uninterrupted, timely, secure, or error-free; (c) any results or information that may be obtained from the use of the Services (including delivery times or search results for local Sellers) will be accurate or reliable; or (d) any errors or defects in the Services will be corrected. While we strive for accuracy in the information presented through the App, we do not guarantee the completeness or accuracy of menus, descriptions, pricing, or any User Content.
Food and Goods Disclaimer: Any food or products you obtain through NeighborFood are prepared and provided by the Sellers, not by NeighborFood. We do not make any guarantees about the quality, suitability, safety, or legality of the items. We do not guarantee that any food will be free of allergens or that the Seller has adhered to your special dietary instructions. It is the Seller's responsibility to comply with food safety regulations and to communicate ingredient information. You should exercise judgment in deciding whether to consume any food items. NeighborFood will, however, facilitate communication or refunds in cases where a Seller's failure affects your order, as described in the Orders section above.
No Guarantee of Availability: We do not guarantee that any particular Seller, item, or Courier will be available at any given time or location. Sellers may stop accepting orders at their discretion (like if they run out of ingredients or reach capacity), and Couriers might not be available in every area at all times. We reserve the right to limit areas of service or duration of service without notice.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation of implied warranties. In such cases, some of the above disclaimers may not apply to you to the extent disallowed by applicable law. In those instances, the warranty duration will be the minimum permissible under such law.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NeighborFood OR ITS AFFILIATES (OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS) BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES, or any loss of profits, revenues, goodwill, data, or other intangible losses, arising out of or related to your use of (or inability to use) the Services, any interactions or transactions with Sellers or Couriers, or your use of any food/products obtained through the Services, whether based on warranty, contract, tort (including negligence), strict liability, or any other legal theory, even if NeighborFood has been advised of the possibility of such damages.
To the extent any liability is not legally excludable, but can be limited, NeighborFood' total and aggregate liability to you for all claims arising from or related to the Services or these Terms shall be limited to the greater of: (a) the total amount of fees (excluding the cost of items ordered) you paid to NeighborFood in the six (6) months prior to the event giving rise to the liability, or (b) US $100. For clarity, fees paid to NeighborFood would include service fees or delivery fees retained by us, but not the portion of payments that is passed through to Sellers for the price of goods or to Couriers as their delivery fee or tip.
Third-Party Liability: NeighborFood shall not be liable for any acts, omissions, or misrepresentations of third parties (including Sellers and Couriers) that take place in connection with the Services. While we may facilitate dispute resolution with a Seller or Courier, the ultimate liability for any harm or damages rests with the provider of the food or the delivery, as applicable, unless otherwise specified by law.
These limitations apply to the fullest extent permitted by law. Some jurisdictions do not allow certain limitations of liability, so some of the above limitations may not apply to you. In such cases, if any portion of the limitation of liability is found to be unenforceable, NeighborFood' liability shall be limited to the fullest extent permitted by applicable law.
You agree to indemnify, defend, and hold harmless NeighborFood, its parent, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents, and partners (collectively, the "Indemnified Parties"), from and against any and all claims, demands, lawsuits, proceedings, liabilities, damages, judgments, awards, losses, costs, or expenses (including reasonable attorneys' fees) that arise out of or relate to: (a) your use or misuse of the Services; (b) your breach or violation of any of these Terms or any applicable law or regulation; (c) your violation of any rights of any third party, including Sellers, Couriers, or other users (for example, any personal injury or property damage you may cause to others in connection with using the Service); or (d) any dispute or issue between you and any third party (such as a Seller or Courier).
We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in such case, you agree to cooperate with our defense of such claim as reasonably requested.
This indemnity obligation will survive these Terms and your use of the Services.
Please read this section carefully. It affects your rights and how claims between you and NeighborFood are resolved. By agreeing to these Terms, you agree to resolve any disputes with NeighborFood through binding individual arbitration (with very limited exceptions, as set forth below), and you waive the right to a trial by jury or to participate in any class action.
Initial Dispute Resolution: Most concerns can be resolved quickly by contacting our customer support at support@neighborfood.com. You agree to first attempt in good faith to resolve any dispute, claim, or controversy you may have with NeighborFood informally by contacting us and providing a written description of your issue, all relevant documents/information, and the proposed resolution. We will attempt to resolve the dispute informally (and will contact you via email or through the App). If we cannot reach an informal resolution within 30 days, either party may then proceed to initiate arbitration as outlined below.
Binding Arbitration: Except for the exceptions below, you and NeighborFood agree that any dispute, claim, or controversy arising out of or relating to your use of the Services or these Terms (including the breach, termination, enforcement, interpretation, or validity thereof) or the relationship between you and NeighborFood shall be settled by binding arbitration on an individual basis. This includes any claims you may bring against our employees, agents, affiliates, or subsidiaries, or that NeighborFood may bring against you. The arbitration will be administered by a neutral arbitrator (for example, through the American Arbitration Association "AAA" under the Consumer Arbitration Rules, or a similar reputable arbitration provider) in a venue to be mutually agreed upon (or, if agreement is not reached, in a location determined by the arbitrator or applicable rules, such as the county of your residence). The arbitrator will have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement (including any claim that all or part of it is void or voidable), except as noted under Class Action Waiver.
The arbitrator's decision shall be binding and may be entered as a judgment in any court of competent jurisdiction. Each party is responsible for their own respective costs relating to the arbitration, except as required by law (for instance, NeighborFood will pay any arbitration filing fees or administrative fees that are required by the arbitration provider or law to be paid by us, and the arbitrator may award fees and costs to the prevailing party where appropriate under applicable law).
Class Action Waiver: All arbitrations shall proceed on an individual basis. You and NeighborFood agree that you each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator shall not have authority to combine or aggregate similar claims or conduct any class or representative proceeding, nor to make an award to any person or entity not a party to the arbitration. You acknowledge that by agreeing to these Terms, you and NeighborFood each waive the right to a trial by jury and the right to participate in a class action.
Exceptions to Arbitration: While this arbitration agreement is intended to be broad, the following types of disputes will not be subject to arbitration: (i) Claims that qualify to be brought in small claims court and are actually filed on an individual basis in such court; and (ii) claims seeking injunctive or other equitable relief for alleged unlawful use of intellectual property, such as copyrights, trademarks, or patents. Additionally, nothing in this section will be deemed to waive, preclude, or otherwise limit the right to pursue enforcement of the arbitration agreement in a court of law, to seek dismissal of a court proceeding and compel arbitration, or to obtain preliminary injunctive relief pending the outcome of arbitration.
Opt-Out Right: You have the right to opt out of this arbitration agreement. If you do not wish to be bound by the arbitration and class-action waiver provisions in this section, you must notify us in writing within 30 days of first accepting these Terms or first using the Services (whichever comes later). Your written notification must be mailed to NeighborFood (Attn: Legal Department – Arbitration Opt-Out) at our mailing address listed in the Contact section of the Privacy Policy, and must include: (1) your name, (2) your account email or phone number, (3) your address, and (4) a clear statement that you do not wish to resolve disputes with NeighborFood through arbitration. Opting out of this arbitration agreement will not affect any other provisions of these Terms or your ability to use the Services. If you opt out of arbitration, you and NeighborFood agree that any disputes covered by this section that are not arbitrated will be resolved exclusively in a state or federal court located in the state of California, and you and NeighborFood consent to venue and personal jurisdiction there.
Severability (Arbitration): If any portion of this arbitration agreement is found unenforceable or unlawful for any reason, (a) the unenforceable provision shall be severed from these Terms; (b) severance of the unenforceable provision shall have no impact whatsoever on the remainder of the arbitration agreement or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to the arbitration agreement; and (c) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction (and not in arbitration), and both you and NeighborFood agree to stay any such court proceedings pending the outcome of any individual claims in arbitration.
BY AGREEING TO THESE TERMS, YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND AGREE TO THE ABOVE ARBITRATION AGREEMENT AND CLASS ACTION WAIVER.
Except to the extent governed by the Federal Arbitration Act (which governs the interpretation and enforcement of the arbitration agreement above), these Terms and any dispute arising out of or related to them or the Services will be governed by the laws of the State of California, USA, without regard to its conflict of law principles, provided that consumer protection laws of your state of residence may apply for your benefit to the extent required by law.
Subject to the arbitration agreement above, you and NeighborFood agree to submit to the personal jurisdiction of the state and federal courts located within the State of California (specifically, courts located in the County of [San Francisco or appropriate jurisdiction]) as the exclusive forum for any lawsuits that are permitted under these Terms. You and NeighborFood waive any and all objections to exercise of jurisdiction over the parties by such courts and venue in such courts.
NeighborFood may revise or update these Terms from time to time in our sole discretion. If we make material changes, we will provide you with notice through the Services (for example, by posting the updated Terms in the App and updating the "Effective Date" above, or by sending you an email or notification). It is your responsibility to review the Terms periodically for any changes.
Your continued use of the Services following the posting of revised Terms (and lapse of any notice period) means that you accept and agree to the changes. If you do not agree to the updated Terms, you must stop using the Services and may terminate your account as described above. Any amended Terms will apply prospectively to use of the Services after they become effective.
Entire Agreement: These Terms, together with any policies referenced herein (including the Privacy Policy and any applicable guidelines or additional terms presented to you for specific Services or promotions), constitute the entire agreement between you and NeighborFood regarding the subject matter hereof, and supersede any prior or contemporaneous understandings and agreements, whether written or oral, regarding the subject matter.
No Waiver: Our failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision. A waiver of any term of these Terms must be in writing and signed by an authorized representative of NeighborFood to be effective.
Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason by a court or arbitrator of competent jurisdiction, that provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
Assignment: You may not assign or transfer these Terms or your rights or obligations hereunder, in whole or in part, without our prior written consent. Any attempted assignment in violation of the foregoing is void. NeighborFood may assign these Terms or any of our rights and obligations to any party at any time without notice, including in connection with a merger, acquisition, or sale of assets, or by operation of law.
Relationship of Parties: No joint venture, partnership, employment, or agency relationship exists between you and NeighborFood as a result of these Terms or your use of the Services. You are an independent customer (or, in the case of Sellers and Couriers, an independent contractor) and not an agent of NeighborFood.
Third-Party Beneficiaries: Except as expressly provided in these Terms, these Terms do not and are not intended to confer any rights or remedies upon any person other than the parties. Notwithstanding the foregoing, the provisions of Orders and Transactions, Disclaimer of Warranties, Limitation of Liability, and Indemnification are intended to benefit the Indemnified Parties (as defined) and such third parties shall have the right to enforce those provisions directly.
Notices: NeighborFood may provide notices to you via email (to the address associated with your account), through the App (by posting within the app or via a push notification), or via postal mail or courier at your address on file. You may provide notices to NeighborFood by email to support@neighborfood.com, or by mail to our mailing address listed in the Contact section of the Privacy Policy. Notices sent by email will be deemed received when sent; notices by post will be deemed received when delivered.