Venice Produce, Inc. - Terms of Use             Date of Last Revision:  May 25, 2015
 

THESE TERMS OF USE CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.  PLEASE READ THEM CAREFULLY
 
1. General.  These Terms of Use (hereinafter, the "Terms") govern the access and use by you of  the website, www.veniceproduce.com, which is owned and operated by Venice Produce, Inc., a California corporation (“Venice Produce,” which term shall also refer to all of Venice Produce’s divisions described below), and any and all related websites, including, but not limited to, websites created for the following divisions of Venice Produce: Healthy Schools (e.g., www.healthyschools-xxx.com where the xxx represent letters designating a specific school participating in a Healthy Schools fundraising program), Healthy Company, and Healthy Friends (collectively, the “Websites”), and the content and services found or offered at, on or through these Websites, all of which are owned and operated by Venice Produce.  The content and services found or offered on or through these Websites shall be collectively referred to herein as the “Services”; and any information, text, data, graphics, images, video, audio or other materials uploaded to or appearing on this Website shall be collectively referred to herein as the “Content.”  Your access or use of the Websites, Services and/or Content signifies that you have read, and you understand, acknowledge and agree to be bound by, all of these Terms and any policies related to the Websites and the Services and/or Content on such Websites, as may be adopted by Venice Produce from time to time.
 
2. Users.  These Terms define the respective rights and obligations between you, the user of the Websites, Services and Content (hereinafter “you,” “your” or “user”), and Venice Produce in relation to the Websites, the Services and Content, and your access and use thereof, including but not limited to, any purchase orders placed through the Websites.  You must be at least 18 years of age to use the Websites, Services and/or Content or to place an order for or to purchase products, register for an account, or transmit, submit, or post any content, materials or any personally identifiable information.  By using the Websites and/or Services or by submitting information through the Websites, you represent that you meet these age restrictions.  Venice Produce provides you with access to and use of the Websites subject to your compliance with these Terms.  No material from the Website may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way, except as specifically allowed in these Terms.
 
3. Products.  All products offered for sale through any of the Websites are subject to availability.  It is possible that products that are offered for sale and listed as available become unavailable due to many reasons.  Venice Produce shall not be liable for any products that are unavailable or become unavailable after purchase through the Websites even if they were listed as available at the time of purchase.  Venice Produce’s only responsibility for such unavailability shall be the return or refund any purchase price paid by you for such unavailable products.
 
4. Changes, Modifications, and Amendments.  These Terms may be changed, modified or amended by Venice Produce at any time and from time to time without prior notice.  Your use of the Websites following any such change constitutes your agreement to follow and be bound by the Terms as so changed.  These Terms supersede all previous statements, understandings, promises, notices or agreements regarding the Websites, Services and/or Content. Venice Produce reserves the right to terminate or discontinue any aspect of any of the Websites in our sole discretion and without any notice including, but not limited to, information or other materials, features and/or hours of availability, and we will not be liable to you or to any third party for any such changes.
 
5. Intellectual Proprietary Rights.  All of the Content on the Websites, including, but not limited to, all of the page headers, images, illustrations, graphics, audio clips, video clips, and text, are subject to copyright, trademark, service mark, trade dress, and/or other intellectual property rights or licenses held by Venice Produce or by third parties who have licensed their materials to Venice Produce.  Such Content, and the Websites as a whole, is intended solely for personal, noncommercial use by the users of the Websites.  You may only download, print and store selected portions of the Content, provided you (1) only use these copies of the Content for your own personal, non-commercial use, (2) do not copy or post the Content on any network computer or broadcast the Content in any media, and (3) do not modify or alter the Content in any way, or delete or change any copyright or trademark notice.
 
6. Limited License.  Venice Produce grants you a personal, non-exclusive, non-transferable license to access the Websites and Services and to use the Content subject to these Terms.  No right, title or interest in any downloaded materials is transferred to you as a result of any such downloading.  Venice Produce reserves complete title and full intellectual property rights in any and all Content you download from the Websites.  All content that you post on the Websites or otherwise disclose, offer or submit to Venice Produce shall be and remain the sole property of Venice Produce and we may use the same for any purpose including commercial purposes.  Such disclosure, submission or offer by you of any content shall constitute an assignment to Venice Produce of all worldwide rights, titles and interests in all copyrights and other intellectual property in the content.  Venice Produce is and shall be under no obligation to maintain any content you post, offer, disclose or submit to Venice Produce in confidence or to pay to user any compensation for any such content. Except as otherwise provided herein, use of the Websites does not grant you a license to any Content, features or materials you may access on the Websites and you may not copy, download, reproduce, modify, rent, lease, loan, sell, publish, transmit, transfer, distribute or create derivative works of such Content, features or materials, in whole or in part unless you first obtain explicit written permission from Venice Produce.  Any commercial use of the Websites is strictly prohibited, except as allowed herein or otherwise explicitly approved by Venice Produce in writing.  You may not download or save a copy of any of the Content or screens for any purpose except as otherwise provided by Venice Produce.  Any use of the Websites other than as provided herein may result in a violation of copyright and other laws of the United States, other countries, and applicable state laws, and may subject you to liability for such unauthorized use.  We do not grant any license or other authorization to any user of our copyrightable material, trademarks, registered trademarks, service marks, or any other intellectual property.
 
7. Trademarks, Service Marks, and Certification Marks.  Venice Produce owns the following non-exhaustive list of trademarks, service marks, and certification marks: 
 
Venice Produce 
Healthy Schools 
Healthy Company 
Healthy Friends 
Healthy Schools Certification
 
8. Privacy Policy and Use of Information.  Information provided by you is subject to Venice Produce's Privacy Policy.  For more information, see our full Privacy Policy.  You agree to the use of your information in accordance with these Terms and our Privacy Policy.
 
9. User Conduct.  You agree to use the Websites for lawful purposes only.  You agree not to take any action that might compromise the security of the Websites, cause damage to the Websites or any Services or Content, deny access to the Websites to others, or disrupt service or use of the Websites.  You agree not to use the Websites in any manner that might interfere with the rights of third parties.You may not use unlawful, obscene, profane, or threatening language or content in any message sent to Venice Produce or to a third-party or through the use of any messaging service or other media made 
available to users by, on or through Venice Produce.  You many not transmit any content that could violate, or could facilitate the violation of, any applicable law or regulation.  You agree not to transmit any content that is profane, libelous, defamatory, obscene, pornographic, indecent, lewd, harassing, threatening, harmful, invasive of privacy or publicity rights, abusive, inflammatory, or otherwise objectionable, and you further agree not to impersonate any person or entity in any part of any transmission.  We may, but are not obligated to, restrict or remove any and all content from any transmission that we determine, in our sole discretion, violates these Terms or is otherwise harmful to us, other Venice Produce customers, or any third party.
 
10. Security.  Attempts to violate, breach or bypass Venice Produce’s network or security or to otherwise unlawfully access the Websites or to access the Websites for illegal purposes are strictly prohibited and may result in civil and/or criminal liability.  Venice Produce will investigate occurrences and may contact and cooperate with, law enforcement authorities in prosecuting any user or users who are involved in such violations.  You are prohibited from violating or attempting to violate the security of the Websites, including, without limitation, the following:
 
a. Accessing data not intended for you or logging into a server or account that you are not authorized to access;
b. Attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
c. Attempting to interfere with any service to any other user, host or network, including, without limitation, via means of submitting a virus to the Websites, overloading, "flooding", "mail bombing" or "crashing"; or sending unsolicited emails, including any promotions and/or advertising; or
d. Forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting.
 
11. Specific Prohibited Uses.  You are responsible for your own communications, including the upload, transmission and posting of information, and are responsible for the consequences of your posting on or through the Websites.  Venice Produce specifically prohibits any use of the Websites, and requires all users to agree not to use the Websites, for any of the following:
 
a. Posting any information which is incomplete, false, inaccurate or not your own;
b. Impersonating another person;
c. Engaging in or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any city, state, national or international law or regulation or which fails to comply with accepted Internet protocol;
d. Posting material that is copyrighted or otherwise owned by a third party without the permission of the owner;
e. Posting material that reveals trade secrets, unless you have proper authority or permission to do so;
f. Posting material that infringes on any other intellectual property, privacy or publicity right of another;
g. Transmitting or transferring by any means information or software derived from the Websites to any foreign country in violation of US export control laws; or
h. Attempting to interfere in any way with the Websites or Venice Produce's networks or network security, or attempting to use the Services to gain unauthorized access to any other computer system.
 
12. Submissions.  All comments, feedback, suggestions, ideas, and other submissions disclosed, submitted or offered to Venice Produce on, through or by the Websites, or otherwise disclosed, submitted or offered to Venice Produce shall be and remain the property of Venice Produce and Venice Produce may use the same for any purpose whatsoever, including commercial purposes.  All such disclosures, submissions or offers to Venice Produce shall constitute an assignment to Venice Produce of all of the worldwide rights, titles and interests in and to all copyrights, trademarks and other intellectual property in any such disclosure, submission or offer.  Venice Produce shall be under NO obligation to maintain any such disclosure, submission and/or offer in confidence or to compensate anyone for any such disclosure, submission or offer.You agree that NO comments, feedback, suggestions, ideas and other submissions submitted by you to Venice Produce will violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary rights.  You are, and shall remain, solely responsible for any and all such comments, feedback, suggestions, ideas and other submission made by you. 
 
13. Password Security.  If you register for an account on or through the Websites, you are responsible for maintaining the confidentiality of your account and password information and for restricting access to your computer.  You agree to accept responsibility for all activities that occur using your account or password.
 
14. Links.  The Websites may provide links to other websites or resources.  Because Venice Produce has no control over such sites and resources, we are not responsible for the content and/or services and/or availability of such external sites or resources.  Venice Produce does not endorse, and is not responsible or liable for, any content, advertising, products, services, or other materials on or available from or through such sites or resources.  Venice Produce shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such sites or resources.  
 
Venice Produce reserves the exclusive right, at its sole discretion, to add, change, decline or remove, without notice, any feature or link to any linked site.  Permission must be granted by Venice Produce for any type of link to the Websites.  To request our permission, you may contact us at the address below.  
We reserve the right to deny any request or rescind any permission granted by us to link through any type of link and to require termination of any link to the Websites at our discretion at any time.
 
15. Disclaimers.  THE WEBSITES AND SERVICES, INCLUDING ANY PRODUCTS OFFERED ON OR THROUGH THE WEBSITES, ARE PROVIDED BY VENICE PRODUCE ON AN "AS IS" AND "AS AVAILABLE" BASIS.  VENICE PRODUCE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITES OR THE INFORMATION, SERVICES, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE WEBSITES.  YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEBSITES IS AT YOUR SOLE RISK.  TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, AND EXCEPT AS EXPRESSLY AND SPECIIFICALLY SET FORTH HEREIN TO THE CONTRARY, VENICE PRODUCE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  VENICE PRODUCE DOES NOT WARRANT THAT THE WEBSITES, THEIR SERVERS, OR EMAILS SENT FROM VENICE PRODUCE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

From time to time there may be information on the Websites or in an email from us that may contain inaccuracies, omissions or typographical errors, including inaccuracies in color or in visual representations, that may relate to product descriptions, pricing, and availability, among other things.  Venice Produce reserves the right to correct any such inaccuracies, omissions, errors and/or other inaccuracies, and to change or update any information at any time without prior notice, including after you have submitted your order or purchased any products.
 
16.Limitation of Liability.  NEITHER VENICE PRODUCE, NOR ANY OF ITS AFFILIATES, NOR ANY OF ITS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, OR ASSIGNS WILL BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY OF THE WEBSITES, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, LOSS OF DATA, INCOME, OR PROFIT, LOSS OF OR DAMAGE TO PROPERTY, AND CLAIMS OF THIRD PARTIES.  CERTAIN STATE 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, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
 
17. Taste Guaranty.  Notwithstanding anything herein to the contrary, Venice Produce guarantees the taste of its products, subject to the following conditions:
a. The guaranty applies only to individual items and not to an entire order (for instance, each apple rather than the whole bag or box of apples); 
b. Venice Produce shall be deemed to have satisfied the taste guaranty if the product in
c. Any misuse, mishandling or neglect of any product by the customer shall void any 
d. These guaranties apply on and for the day of delivery only; failure to pick up orders on Venice Produce strives to provide our customers with the best tasting and freshest products.  If you are unsatisfied with any of our products, please contact us immediately, and we will replace the offending product.  This guaranty is limited to replacement of the offending product or its cash equivalent, at Venice Produce’s sole discretion, and Venice Produce shall not be responsible for any other loss or damage of any kind or nature arising in any way out of this guaranty

18. Indemnification.  You agree to defend, indemnify, and hold Venice Produce and its affiliates, and their respective directors, employees, agents, successors, and assigns, harmless from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to 
your use of the Websites, your violation of these Terms or your posting or transmission of any comments, feedback, messages, suggestions, ideas, content, or materials on or through the Websites.
 
19. Termination of Use.  Venice Produce may terminate your access and/or use, or suspend your access and/or use to and of all or part of the Websites, without notice, in Venice Produce's sole discretion.  Such termination or suspension of access may occur, without limitation, for any conduct that Venice Produce, in its sole discretion, believes is a violation of these Terms, is in violation of any applicable law, or is harmful to the interests of another user, customer, recipient, licensor, content or service provider, Venice Produce, or its corporate parent(s) or affiliates.
 
20. Applicable Law.  These Terms of Use shall be governed in all respects by the laws of the State of California, excluding its rules governing conflict of laws.  You agree that any claim or dispute you may have against Venice Produce must be resolved by a court located in Santa Clara County, California.  You agree to submit to the personal jurisdiction of the courts located within Santa Clara County, California for the purpose of litigating all claims or disputes.
 
21. Waiver.  The failure of Venice Produce to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision.
 
22. Severability.  If any provision of these Terms, or the application of such provision to any person or circumstance, shall be held invalid, the remainder of these Terms or the application of such provision to persons or circumstances, other than that which is held to be invalid, shall be unaffected to the extent permitted by law.
 
23. Contact Us.  To contact Venice Produce for any reason, please email or write to us at:

Email: info@veniceproduce.com 
 
Mail: Venice Produce, Inc. 
Attn:  Customer Service 
          1871 The Alameda, Suite 331 
          San Jose, California 95126