Last updated 10/29/2020
AGREEMENT TO TERMS
whether personally or on behalf of an entity (“you”) and VIVOPLAN INC ("Company", “we”, “us”, or “our”), concerning your access to and use of the VIVOPLAN_ website/app
as well as any other media form, media channel, mobile website or
mobile application related, linked, or otherwise connected thereto
(collectively, the “Site”). You agree that by accessing the Site, you
have read, understood, and agreed to be bound by all of these Terms of
EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU MUST DISCONTINUE USE
terms and conditions or documents that may be posted on the Site from
time to time are hereby expressly incorporated herein by reference. We
reserve the right, in our sole discretion, to make changes or
will alert you about any changes by updating the “Last updated” date of
of each such change. It is your responsibility to periodically review
and will be deemed to have been made aware of and to have accepted, the
information provided on the Site is not intended for distribution to or
use by any person or entity in any jurisdiction or country where such
distribution or use would be contrary to law or regulation or which
would subject us to any registration requirement within such
jurisdiction or country. Accordingly, those persons who choose to access
the Site from other locations do so on their own initiative and are
solely responsible for compliance with local laws, if and to the extent
local laws are applicable.
INTELLECTUAL PROPERTY RIGHTS
otherwise indicated, the Site is our proprietary property and all
source code, databases, functionality, software, website designs, audio,
video, text, photographs, and graphics on the Site (collectively, the
“Content”) and the trademarks, service marks, and logos contained
therein (the “Marks”) are owned or controlled by us or licensed to us,
and are protected by copyright and trademark laws and various other
intellectual property rights and unfair competition laws of the United
States, international copyright laws, and international conventions. The
Content and the Marks are provided on the Site “AS IS” for your
information and personal use only. Except as expressly provided in these
copied, reproduced, aggregated, republished, uploaded, posted, publicly
displayed, encoded, translated, transmitted, distributed, sold,
licensed, or otherwise exploited for any commercial purpose whatsoever,
without our express prior written permission.
that you are eligible to use the Site, you are granted a limited
license to access and use the Site and to download or print a copy of
any portion of the Content to which you have properly gained access
solely for your personal, non-commercial use. We reserve all rights not
expressly granted to you in and to the Site, the Content and the Marks.
you provide any information that is untrue, inaccurate, not current, or
incomplete, we have the right to suspend or terminate your account and
refuse any and all current or future use of the Site (or any portion
may not access or use the Site for any purpose other than that for
which we make the Site available. The Site may not be used in connection
with any commercial endeavors except those that are specifically
endorsed or approved by us.
USER GENERATED CONTRIBUTIONS
Site does not offer users to submit or post content. We may provide you
with the opportunity to create, submit, post, display, transmit,
perform, publish, distribute, or broadcast content and materials to us
or on the Site, including but not limited to text, writings, video,
audio, photographs, graphics, comments, suggestions, or personal
information or other material (collectively, "Contributions").
Contributions may be viewable by other users of the Site and through
third-party websites. As such, any Contributions you transmit may be
make available any Contributions, you thereby represent and warrant
The creation, distribution, transmission, public display, or
performance, and the accessing, downloading, or copying of your
Contributions do not and will not infringe the proprietary rights,
including but not limited to the copyright, patent, trademark, trade
secret, or moral rights of any third party.
You are the creator and owner of or have the necessary licenses,
rights, consents, releases, and permissions to use and to authorize us,
the Site, and other users of the Site to use your Contributions in any
You have the written consent, release, and/or permission of each and
every identifiable individual person in your Contributions to use the
name or likeness of each and every such identifiable individual person
to enable inclusion and use of your Contributions in any manner
4. Your Contributions are not false, inaccurate, or misleading.
Your Contributions are not unsolicited or unauthorized advertising,
promotional materials, pyramid schemes, chain letters, spam, mass
mailings, or other forms of solicitation.
Your Contributions are not obscene, lewd, lascivious, filthy, violent,
harassing, libelous, slanderous, or otherwise objectionable (as
determined by us).
7. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
Your Contributions are not used to harass or threaten (in the legal
sense of those terms) any other person and to promote violence against a
specific person or class of people.
9. Your Contributions do not violate any applicable law, regulation, or rule.
10. Your Contributions do not violate the privacy or publicity rights of any third party.
Your Contributions do not contain any material that solicits personal
information from anyone under the age of 18 or exploits people under the
age of 18 in a sexual or violent manner.
Your Contributions do not violate any applicable law concerning child
pornography, or otherwise intended to protect the health or well-being
13. Your Contributions do
not include any offensive comments that are connected to race, national
origin, gender, sexual preference, or physical handicap.
Your Contributions do not otherwise violate, or link to material that
use of the Site in violation of the foregoing violates these Terms of
Use and may result in, among other things, termination or suspension of
your rights to use the Site.
and the Site agree that we may access, store, process, and use any
information and personal data that you provide following the terms of
submitting suggestions or other feedback regarding the Site, you agree
that we can use and share such feedback for any purpose without
compensation to you.
do not assert any ownership over your Contributions. You retain full
ownership of all of your Contributions and any intellectual property
rights or other proprietary rights associated with your Contributions.
We are not liable for any statements or representations in your
Contributions provided by you in any area on the Site. You are solely
responsible for your Contributions to the Site and you expressly agree
to exonerate us from any and all responsibility and to refrain from any
legal action against us regarding your Contributions.
acknowledge and agree that any questions, comments, suggestions, ideas,
feedback, or other information regarding the Site ("Submissions")
provided by you to us are non-confidential and shall become our sole
property. We shall own exclusive rights, including all intellectual
property rights, and shall be entitled to the unrestricted use and
dissemination of these Submissions for any lawful purpose, commercial or
otherwise, without acknowledgment or compensation to you. You hereby
waive all moral rights to any such Submissions, and you hereby warrant
that any such Submissions are original with you or that you have the
right to submit such Submissions. You agree there shall be no recourse
against us for any alleged or actual infringement or misappropriation of
any proprietary right in your Submissions.
reserve the right, but not the obligation, to: (1) monitor the Site for
against anyone who, in our sole discretion, violates the law or these
enforcement authorities; (3) in our sole discretion and without
limitation, refuse, restrict access to, limit the availability of, or
disable (to the extent technologically feasible) any of your
Contributions or any portion thereof; (4) in our sole discretion and
without limitation, notice, or liability, to remove from the Site or
otherwise disable all files and content that are excessive in size or
are in any way burdensome to our systems; and (5) otherwise manage the
Site in a manner designed to protect our rights and property and to
facilitate the proper functioning of the Site.
RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR
LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING
CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON,
INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY,
REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR
DELETE ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.
we terminate or suspend your account for any reason, you are prohibited
from registering and creating a new account under your name, a fake or
borrowed name, or the name of any third party, even if you may be acting
on behalf of the third party. In addition to terminating or suspending
your account, we reserve the right to take appropriate legal action,
including without limitation pursuing civil, criminal, and injunctive
MODIFICATIONS AND INTERRUPTIONS
reserve the right to change, modify, or remove the contents of the Site
at any time or for any reason at our sole discretion without notice.
However, we have no obligation to update any information on our Site. We
also reserve the right to modify or discontinue all or part of the Site
without notice at any time. We will not be liable to you or any third
party for any modification, price change, suspension, or discontinuance
of the Site.
cannot guarantee the Site will be available at all times. We may
experience hardware, software, or other problems or need to perform
maintenance related to the Site, resulting in interruptions, delays, or
errors. We reserve the right to change, revise, update, suspend,
discontinue, or otherwise modify the Site at any time or for any reason
without notice to you. You agree that we have no liability whatsoever
for any loss, damage, or inconvenience caused by your inability to
access or use the Site during any downtime or discontinuance of the
maintain and support the Site or to supply any corrections, updates, or
releases in connection therewith.
These Terms shall be governed by and defined following the laws of Canada/USA and
yourself irrevocably consent that the courts of Canada/USA shall have
exclusive jurisdiction to resolve any dispute which may arise in
connection with these terms.
Any dispute arising
out of or in connection with this contract, including any question
regarding its existence, validity or termination, shall be referred to
and finally resolved by the International Commercial Arbitration Court
under the European Arbitration Chamber (Belgium, Brussels, Avenue
Louise, 146) according to the Rules of this ICAC, which, as a result of
referring to it, is considered as the part of this clause. The number of
arbitrators shall be __________. The seat, or legal place, of arbitration shall be __________. The language of the proceedings shall be english. The governing law of the contract shall be the substantive law .
Parties agree that any arbitration shall be limited to the Dispute
between the Parties individually. To the full extent permitted by law,
(a) no arbitration shall be joined with any other proceeding; (b) there
is no right or authority for any Dispute to be arbitrated on a
class-action basis or to utilize class action procedures; and (c) there
is no right or authority for any Dispute to be brought in a purported
representative capacity on behalf of the general public or any other
Exceptions to Arbitration
Parties agree that the following Disputes are not subject to the above
provisions concerning binding arbitration: (a) any Disputes seeking to
enforce or protect, or concerning the validity of, any of the
intellectual property rights of a Party; (b) any Dispute related to, or
arising from, allegations of theft, piracy, invasion of privacy, or
unauthorized use; and (c) any claim for injunctive relief. If this
provision is found to be illegal or unenforceable, then neither Party
will elect to arbitrate any Dispute falling within that portion of this
provision found to be illegal or unenforceable and such Dispute shall be
decided by a court of competent jurisdiction within the courts listed
for jurisdiction above, and the Parties agree to submit to the personal
jurisdiction of that court.
may be information on the Site that contains typographical errors,
inaccuracies, or omissions, including descriptions, pricing,
availability, and various other information. We reserve the right to
correct any errors, inaccuracies, or omissions and to change or update
the information on the Site at any time, without prior notice.
SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT
YOUR USE OF THE SITE/APP AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO
THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS
OR IMPLIED, IN CONNECTION WITH THE SITE/APP AND YOUR USE THEREOF,
INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR
COMPLETENESS OF THE SITE’S/APP'S CONTENT OR THE CONTENT OF ANY
WEBSITES/APPS LINKED TO THE SITE/APP AND WE WILL ASSUME NO LIABILITY OR
RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT
AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE
WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY
UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL
PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4)
ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE/APP,
(5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY
ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR
DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT
POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT
WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT
OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE/APP,
ANY HYPERLINKED WEBSITE/APP, OR ANY WEBSITE OR MOBILE APPLICATION
FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY
TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN
YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE
PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY
ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION
NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO
YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST
PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR
USE OF THE SITE/APP, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY
CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL
TIMES BE LIMITED TO THE LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US OR .
CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS
ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES.
IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR
LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
agree to defend, indemnify, and hold us harmless, including our
subsidiaries, affiliates, and all of our respective officers, agents,
partners, and employees, from and against any loss, damage, liability,
claim, or demand, including reasonable attorneys’ fees and expenses,
any overt harmful act toward any other user of the Site with whom you
connected via the Site. Notwithstanding the foregoing, we reserve the
right, at your expense, to assume the exclusive defense and control of
any matter for which you are required to indemnify us, and you agree to
cooperate, at your expense, with our defense of such claims. We will use
reasonable efforts to notify you of any such claim, action, or
proceeding which is subject to this indemnification upon becoming aware
The Company takes no accountability and responsibility in case of:
MIsinformation of products/product or service providers due to changes
made by the manufacturer after being posted on the app/site. Vivoplan
Inc will continue to make contact and maintain contact with
Manufacturers and service providers but will attain no responsibilities
or liabilities due to changes made after the fact.
have to verify the information and do their own due diligence when
looking at a product/products or service/services posted on the VIVOPLAN
INC website or app. Vivoplan Inc. will not be held accountable or
liable for any information changes or nutritional changes that happen
due to manufacturing changes by the manufacturer or service changes made
by the restaurants or bakeries.
- VIVOPLAN INC will post
products that carry a label or have text stating on their packaging that
they insure a peanut free or tree nut free or nut free product safe for
consumption. If a user/client of VIVOPLAN INC purchases a product that
was selected/showcased/promoted or listed on the VIVOPLAN INC
website/app but the product does not contain a label/sign or text
verifying that the said product is peanut free or tree nut free or nut
free then the user/client waives all responsibility and liability
from/to VIVOPLAN INC that may arise from consumption due to lack of due
diligence or allergy present verification from the user/client.
VIVOPLAN INC assumes no responsibility or liability for any issues that
may arise from consuming products provided by a restaurant/bakery
listed/showcased or promoted on the VIVOPLAN INC site/app. We maintain
contact and verify all service providers before listing them on our
platforms but maintain no responsibility on what may happen on said date
or change of service maintenance on the day that a user/client visits
said location of a restaurant/bakery.
- VIVOPLAN INC is only a
search engine that provides information on said product/products &
service/services. Due diligence and verification of peanuts or tree nuts
present and to make sure these items are peanut/tree nut free must be
carried out by users/clients before consuming/eating/drinking any
product and visiting any location listed on our platforms.
will maintain certain data that you transmit to the Site for the
purpose of managing the performance of the Site, as well as data
relating to your use of the Site. Although we perform regular routine
backups of data, you are solely responsible for all data that you
transmit or that relates to any activity you have undertaken using the
Site. You agree that we shall have no liability to you for any loss or
corruption of any such data, and you hereby waive any right of action
against us arising from any such loss or corruption of such data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
the Site, sending us emails, and completing online forms constitute
electronic communications. You consent to receive electronic
communications, and you agree that all agreements, notices, disclosures,
and other communications we provide to you electronically, via email
and on the Site, satisfy any legal requirement that such communication
be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES,
CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF
NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY
US OR VIA THE SITE. You hereby waive any rights or requirements under
any statutes, regulations, rules, ordinances, or other laws in any
jurisdiction which require an original signature or delivery or
retention of non-electronic records, or to payments or the granting of
credits by any means other than electronic means.
Site or in respect to the Site constitute the entire agreement and
understanding between you and us. Our failure to exercise or enforce any
extent permissible by law. We may assign any or all of our rights and
obligations to others at any time. We shall not be responsible or liable
for any loss, damage, delay, or failure to act caused by any cause
beyond our reasonable control. If any provision or part of a provision
unenforceable, that provision or part of the provision is deemed
enforceability of any remaining provisions. There is no joint venture,
partnership, employment or agency relationship created between you and
drafted them. You hereby waive any and all defenses you may have based
order to resolve a complaint regarding the Site or to receive further
information regarding use of the Site, please contact us at:
Phone: (289) 401-8489