LAST MODIFIED: SEPTEMBER 5, 2016
These User Terms and Conditions (this "Agreement"), is a legal agreement between you and Karmalicious AB, a Swedish company ("Karma"), which governs your use of and access to the Application (as defined below) and the Website (as defined below). If you are unwilling to be bound by this Agreement, please do not access or use the Application and/or Website. Karma may terminate, without notice, your access to the Application and/or Website for failure to comply with this Agreement.
Karma may amend this Agreement from time to time, each of which amendments shall be deemed to be upon posting the updated Agreement at the Website or within the Application. You should check the Website, the Application and this Agreement regularly to ensure you remain current on the terms and agreements set forth herein.
The Karma service is a sales channel via which merchants offer take away food items to registered users. In these terms of Karma service, the term “merchants” refers to restaurants, but it may also refer to other food providers operating e.g. in the cafe or bakery sector. The aim of this service is to give users the opportunity to purchase and pick-up food from restaurants and other providers that would otherwise go to waste. The Karma service allows users to eat affordably and become acquainted with nearby merchants.
The purpose of this Agreement is to set forth the terms and conditions under which, among other things, (i) Karma will license to you use of certain of Karma's technology, software and/or services such that you can utilize the Application through your mobile device, and (ii) you can access and/or use the Website (collectively, the "Purpose"). As stipulated elsewhere in this Agreement, Karma does not exert any control over any merchants, retailers, commercial ventures or other third parties, and as such is not liable or responsible for any actions taken or omitted to be taken by any such third party.
To utilize the ordering service and the features made available through our portions of the Application and Website, you are required to complete a registration process and establish an account with Karma (“Account”). This is in order to offer you easy access to see your order, your previous orders, and edit your personal preferences. In order to register, it is necessary to provide personal information, which includes but is not limited to, your name, contact information, payment information, and more. You represent and warrant that all information provided by you to Karma is current, accurate, and complete, and that you will maintain the accuracy and completeness of this information on a prompt, timely basis.
Karma hereby grants you a non-transferable, non-exclusive, revocable, limited license to access and use Karma's software platform commonly referred to as "Karma" (the "Application") as made available through its website located at www.karma.life (the " Website") and/or via mobile application during the Term (as defined below) solely for the Purpose. Karma may, from time to time, update or modify the Website and/or the Application, release new versions of the Application or create new modules related thereto, each of which may, at Karma's discretion, be included within the license described above. You shall not be permitted to sublicense or transfer any of your rights hereunder including, without limitation, access to the Application.
The logged in Karma user will pay for the food items through the Karma Application or Website. Karma may use a payment service provided by a third-party. Karma will automatically charge from the user at the time of the order. The user does not have the right to cancel or change a made order. The restriction of the right of cancel a made order is based on the nature of food which may spoil or age rapidly.
The logged in Karma user should pick up the ordered food item from the merchant premises in a timely manner during the time frame informed by the merchant. If the user does not collect the order during the given time frame, the merchant has the right to do as they see fit with the food item ordered by the user. In such cases the user is not entitled to a refund for the ordered food item.
The Karma service is a trader of merchants' food items. The Karma service is not the provider or the producer of the food items listed in the service nor is Karma liable for the quality of the meal portions ordered through the service or errors that may occur during the pickup of an order. The provider of the food items is responsible for all the user reclamations concerning the food item. Karma directs the reclamations to the merchant. The cooperating merchants are committed to preparing the food items offered through the service in compliance with the legislation concerning the handling, storing and transportation of food and in accordance with the established principles and practices of the industry.
If the user detects a technical error or other error in the Karma service, the user can report the problem through email: firstname.lastname@example.org.
Except as expressly permitted under other provisions of this Agreement, you may not modify, reproduce, duplicate, copy, photocopy, print, republish, display, translate, transmit, distribute, sell, resell, rent, lease, loan, exploit, reduce to any electronic medium or machine-readable form, or otherwise make available in any form or by any means all or any portion of the Website or the Application, any content, photographs, descriptions, drawings, audio materials, text, messages or other information or any data compiled or extracted therefrom (collectively, "Content"), or any information or materials retrieved from either of them, including, without limitation, graphics and logos, presentation, style or organization, in whole or in part, for any purpose.
You shall use the Application and the Website solely for their intended purposes and shall not use the Application or the Website for the benefit of any third party except as specifically contemplated under this Agreement. Furthermore, you may not use the Website or Application for any purpose that:
- is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, or otherwise violates Karma's rules or policies;
- victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or any other classification protected by law;
- invades any person's or entity's privacy or other rights;
- constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (also known as "spamming"), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
- is solicitation or collection of personal information from a child 12 years old or younger without appropriate prior verifiable parental consent; harm minors in any way;
- misidentifies you or impersonates any person or entity, including, without limitation, any employee or representative of Karma, or falsely states, implies, or otherwise misrepresents your affiliation with a person or entity by, for example, pretending to be someone other than you or pretending to represent a company or organization that you are not affiliated with or authorized to represent; or
- could otherwise reasonably be deemed or viewed to be unethical, illegal or offensive.
You shall not violate or attempt to violate the security of the Application or the Website. You shall not reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from the Application or the Website, including, without limitation, any of the software comprising or in any way making up a part of the Application or the Website. In addition, you will not export, re-export or permit any third party to export or re-export, directly or indirectly, the Application or the Website where such export or re-export is prohibited by applicable law without appropriate licenses and clearances. You shall defend and indemnify Karma, its subsidiaries, affiliates, officers, equity holders and employees at your sole cost and expense, from and against any claims, damages, liabilities and/or expenses (including reasonable attorneys’ fees and litigation expenses) arising out of your breach of any of your obligations or representations set forth in this Section 3.4.
Karma does not currently charge its users to access and use the Application or the Website, however Karma may, at any point and in its discretion, elect to begin charging fees for use of various portions of the Application, the Website and/or for different levels of subscription or account.
Karma makes no representation or warranty as to the accuracy or fitness for use of any offers, including, but not limited to, coupons, rebates, discounts, sales etc. posted on the App or that any third party will honor or acknowledge any such offers, coupons, rebates, discounts, sales etc. posted in the App. Karma is not responsible for providing any value for any offers, coupons, rebates, discounts, sales etc. posted in the App. Karma is not responsible for the change of information at third party Apps/shops offers including but not limited to rebate information, pricing, availability or fitness for use. You understand that Karma does not and cannot review all Content made available through any part of the App. Karma does not warrant that the App or any functions contained in Karma content on the App will be uninterrupted or error free, that defects will be corrected, or that the App or the server that makes them available are free of viruses or bugs. IN NO EVENT SHALL Karma OR ITS AFFILIATES BE LIABLE FOR ANY DAMAGES (WHETHER CONSEQUENTIAL, DIRECT, INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL OR OTHERWISE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, A THIRD PARTY’S OFFERS, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, STRICT LIABILITY, TORT OR OTHER THEORIES OF LIABILITY, AND ALSO REGARDLESS OF WHETHER Karma WAS GIVEN ACTUAL OR CONSTRUCTIVE NOTICE THAT DAMAGES WERE POSSIBLE.
All trademarks, patents, copyrights and other intellectual property rights owned by either party on the date hereof shall continue to be owned solely by such party, and except as set forth herein, nothing in this Agreement shall be deemed to confer any rights to any such intellectual property on the other party. For purposes of clarity: (i) as between you and Karma, you shall be deemed to be the sole owner of all Content entered into the Application or the Website or otherwise posted by you; and (ii) Karma is the sole owner of the name "Karma" as well as the Website, the Application, and all source code, object code, software, content, copyrights, trademarks, patents and other intellectual property related thereto or included therein. All suggestions, recommendations, bug-fixes, error-fixes or other communications from you to Karma regarding the Application or the Website shall, upon submission to Karma, be owned solely and exclusively by Karma. In addition, Karma shall be entitled to post feedback at the Website and within the Application (and/or allow others to do so), both positive and negative, regarding any user. You acknowledge and agree that the applicable supplier(s) of any third party software included within the Application shall own all worldwide rights, title and interest in and to such third party software (and any intellectual property rights therein), subject to such suppliers' license, if any, of such third party software to Karma.
In exchange for your use of the Website and/or the Application, you hereby grant to Karma an unlimited, perpetual, irrevocable, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, reproduce, modify, publish, edit, adapt, store, host, cache, re-format, encode, translate, distribute, commercially exploit, repurpose, perform, publicly display and create derivative works of any and all Content you post to the Website, submit to Karma or post through the Application, alone or as part of other works in any form, media or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees, in connection with Karma performing the services described herein. Finally, you irrevocably waive, and cause to be waived, against Karma and its users any claims and assertions of moral rights or attribution with respect to your Content. Karma shall be entitled to display advertising and/or any other content at locations of its choosing within the Website and/or Application, including without limitation adjacent to your Content.
You agree to treat as confidential all confidential information of Karma, not to use such confidential information for any purpose other than to the limited extent necessary to use the Application or the Website and not to disclose such confidential information to any third party except as may be reasonably required pursuant to this Agreement and subject to confidentiality obligations at least as protective as those set forth herein. Without limiting the generality of the foregoing, you shall use at least the same degree of care which you use to prevent the disclosure of your own confidential information of like importance to prevent the disclosure of confidential information disclosed by Karma, provided, however, that in no event shall such degree of care be less than reasonable in light of general industry practice. In addition, during the Term and for a period of one year thereafter, you shall refrain from directly or indirectly soliciting, enticing, persuading or inducing any individual who is then, or has been within the 1-year period prior to the applicable date, an employee of Karma to terminate employment with Karma or to become employed by or enter into contractual relations with any other individual or entity.
As a convenience to you and other Website visitors, the Website may contain links to websites that are owned and operated by third parties that are not affiliated with Karma. When you use these links, you will leave the Website and Karma will have no ability to protect your interests. You visit linked websites at your own risk and it is your responsibility to take any protective measures to guard against viruses and other destructive elements. Karma is not responsible for and, unless it expressly states otherwise in writing, makes no warranty or representation regarding and does not endorse any linked website or any service, product or information provided on or through the linked website.
The Website, the Application and the Website and Application Content may contain and/or provide access to content provided by third parties, including, without limitation, information, menus, dialogue, opinions, stories, advice, statistical data, text, software, music, sound, photographs, graphics, video, messages, and other materials, whether publicly or privately posted to or e-mailed or otherwise transmitted through the Website or Application ("Third Party Content") that may include content you find to be offensive, indecent or objectionable. The third party from whom or which any such Third Party Content originates is solely responsible for it and Karma assumes no responsibility to verify, has no control or influence over, makes no representations regarding, and does not guarantee the accuracy, integrity or quality of any Third Party Content. Accordingly, Karma has no liability of any kind to you or any other person relating to any Third Party Content, including, without limitation, mistake, misstatement of law, omission, falsehood, defamation, obscenity, pornography, profanity, opinion, representation and any other content contained in the Third Party Content or for any loss or damage of any kind incurred as a result of the use of any Third Party Content. Statements of opinion and commentary in Third Party Content are those of the third party and, unless Karma expressly states in writing to the contrary, Karma neither endorses nor adopts as its belief any such statements. Karma may provide information in articles Karma posts or links to through the Website only for educational and general informational purposes and not as professional advice. Karma has made no attempt to verify any information contained in any such articles.
If you believe that your intellectual property or work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide Karma's Agent for Notice with the following information in English (your "Notice"):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the alleged infringing material is located on the Website or within the Application;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
- In some circumstances, in order to notify the individual or entity who or which provided the allegedly infringing content to which Karma has disabled access, Karma may forward a copy of a valid Notice including name and email address to such individual or entity. Karma's Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
111 73, Stockholm
Except as explicitly set forth herein, neither Karma, its affiliates or any of any such party's equity holders, directors, officers, employees, agents, suppliers, licensors nor the like, makes any warranties of any kind, either expressed or implied, including, without limitation, (a) warranties of merchantability or fitness for a particular purpose, (b) that the Website or the Application will be secure, uninterrupted or error-free, (c) as to a minimum level of uptime for the Application or the Website, or (d) as to the results that may be obtained by you by entering into this Agreement and/or using the Application or the Website. You agree and acknowledge that the Application and Website are licensed and/or provided hereunder on an "as is" basis. In addition, you hereby agree and acknowledge that: (i) Karma shall not be responsible for any statements or representations made or actions taken by any other party using the Application or the Website or reviewing any of your Content; (ii) Karma does not recommend or endorse any third parties hereunder, and makes no representations or warranties whatsoever regarding any such third party; (iii) Karma is not responsible for any other party's compliance with applicable laws, rules or regulations; (iv) Karma's services are administrative in nature and Karma is not responsible for ensuring that any third party honor any offer, coupon, rebate, discount or other obligations such third party may have towards you; (v) Karma shall not, under any set of circumstances, be responsible or liable for any Content, including any Content which may violate applicable law and/or a third party's intellectual property rights; and (vi) the Application and/or Website may not function properly or as intended at times.
You are responsible, at your sole cost and expense, for providing all equipment necessary to access the Internet, the Website and/or the Application. While it is Karma's objective to make the Website and Application accessible at all times, the Website and/or Application may be unavailable from time to time for any reason including, without limitation, routine maintenance. In addition, various portions of the Website or Application may operate slowly from time to time. You understand and acknowledge that due to circumstances both within and outside of the control of Karma, access to the Website and/or the Application may be interrupted, suspended or terminated from time to time. In particular, and not in limitation of the foregoing, Karma shall not be liable in any way for any delay in responding to an inquiry or question forwarded by you or the effects any delay or unavailability may have on you. YOU AGREE THAT KARMA SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY SUCH INTERRUPTION, SUSPENSION OR TERMINATION OF THE WEBSITE AND/OR APPLICATION AND THAT YOU SHALL PUT IN PLACE CONTINGENCY PLANS TO ACCOUNT FOR SUCH PERIODIC INTERRUPTIONS OR SUSPENSIONS OF THE WEBSITE AND/OR APPLICATION.
KARMA SHALL NOT, UNDER ANY SET OF CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE APPLICATION OR WEBSITE, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, KARMA'S TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING HEREUNDER OR RELATED HERETO SHALL NOT EXCEED $50.
This Agreement shall continue in full force until the earlier to occur of (i) either party providing written or electronic notice of termination to the other party (at which point you shall no longer be entitled to access or use the Application or non-public portions of the Website), or (ii) Karma electing to terminate your access to the Application or non-public portions of the Website, with or without notice (the "Term"). For purposes of clarity, you are entitled to terminate your Karma account at any time. Upon termination of this Agreement for any reason, you shall no longer be entitled to access or use the Application or any other non-public portions of the Website. In addition to the foregoing, in the event that Karma determines, in its sole and absolute discretion, that you have breached this Agreement, threatened to breach this Agreement, committed any fraud or deception, breached any Karma policy in effect from time to time or otherwise failed to conform to the standards required of Karma, Karma shall be entitled, at its discretion and in addition to any other remedies it may have hereunder and/or at law, to terminate, cancel or suspend your access to the Application and the non-public portions of the Website, in each of the foregoing cases at any time and for any period of time. Karma shall not be responsible for the return of any Content of any kind to you upon any termination of this Agreement or suspension of your access to the Application or the non-public portions of the Website, including without limitation any information input into the Application by you. Sections 3.3, 3.4, 3.5, 3.6, 3.7, 3.8, 3.9, 3.10, 4.1, 4.2, 4.3, 4.4, 4.5, 4.6, 5, 6.1, 6.2, 6.3 and 6.4 of this Agreement shall survive any termination of this Agreement.
Karma disclaims all responsibility and liability for the availability, timeliness, security or reliability of the Services or App, or any software provided through the App. Karma reserves the right to modify, suspend, or discontinue the Services or access to the App without any notice at any time and without any liability to you.
Unless otherwise specifically provided herein, each party shall pay its own costs and expenses in connection with this Agreement and its activities hereunder. The rights and obligations of the parties under this Agreement shall be governed by the laws of Sweden, without reference to conflict of law principles, and all disputes arising hereunder or in connection with this Agreement, the Website and/or the Application shall be resolved in the appropriate Federal or state court located solely and exclusively in Stockholm, Sweden. You hereby consent to exclusive jurisdiction in Stockholm, Sweden, and agree not to raise any defense of forum non conveniens or any similar defense. The relationship between the parties under this Agreement is that of independent contractors and neither shall be, nor represent itself to be, the joint venturer, franchiser, franchisee, partner, agent or representative of the other party for any purpose whatsoever. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns, but shall not be assignable by you without Karma's prior written consent. If any provision of this Agreement is held to be unenforceable or invalid for any reason, or if any governmental agency rules that any portion of this Agreement is illegal or contrary to public policy, the remaining provisions, to the extent feasible, will continue in full force and effect with such unenforceable or invalid provision to be changed and interpreted to best accomplish its original intent and objectives.