To enhance the flow of your reading experience, we have provided headings throughout this TOU. The have no legal or contractual effect; they are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section.
2. Explanation of Words We Use in this TOU
In this TOU, we may refer to website users by any of the following words: “you,” “User(s),” or “Member(s).” We may also refer to specific types of Members, based on how those Members use the Service. Members who offer their fruit to others are referred to as “Tree Owner(s),” “Fruit Grower(s),” or “Fruit Giver(s).” Members who seek to obtain fruit are referred to as “Fruit Seeker(s)” or “Fruit Receiver(s).”
Neighborhood Fruit is also referred to here as “we” or “us.” The website www.neighborhoodfruit.com and any pages, information, programs, or software stored under that domain name are referred to collectively as the “site,” “website,” or “software.”
By registering with Neighborhood Fruit, you create an “account” or “membership.” When a Fruit Grower and Fruit Seeker make contact and give/receive fruit, this is referred to as a “transaction.” The use of the word “fruit,” may also sometimes be used to refer to other plant material eligible to be shared on this site, including herbs and vegetables.
All postings, messages, text, files, images, photos, video, sounds, or other materials made available on the website are referred to as "Content." Content created and/or made available by Neighborhood Fruit is referred to as “Neighborhood Fruit Content” or “Our Content.” Content created and/or made available by Users is referred to as “User Content.” Content created by you, an individual User, is referred to as “Your Content.”
3. Eligibility to Use this Website
By using the Neighborhood Fruit website or the Services, you represent and warrant that you have the right, authority, and capacity to enter into this agreement and to abide by its terms and conditions. Our services are not available to persons under the age of 18. By becoming a Member of Neighborhood Fruit, you represent and warrant that you are at least 18 years old.
4. Periodic Modifications to this TOU
Neighborhood Fruit reserves the right to change or modify this TOU at any time. Such modifications shall become effective immediately upon the posting. You must review this TOU on a regular basis to keep yourself apprised of any changes. You can find the most recent version of the TOU at: www.neighborhoodfruit.com/tou.
5. Your License to Access Neighborhood Fruit Services
Neighborhood Fruit grants you a limited, revocable, nonexclusive license to access the Services for your own personal use. Your license for access and use of the Neighborhood Fruit site and any information, materials, and documents therein are subject to the terms contained in this TOU.
6. The Limited Scope of Neighborhood Fruit Services
Neighborhood Fruit merely provides a fruit listing and searching service, as a way to facilitate the sharing of surplus fruit grown in yards. When successful matches are made between Fruit Growers and Fruit Seekers, we may charge a “matching” or “transaction” fee. We are not otherwise involved in the act of giving and receiving of fruit, and we are not present when fruit changes hands. It is up to Fruit Growers and Fruit Seekers to complete the transaction by picking the fruit and/or handing over the fruit. Neighborhood Fruit shall have no liability relating to the interactions between Users of the Service or in connection with any damages, injury, or losses incurred by a User in connection with giving or receiving fruit.
7. Registration and Fees
To access the Services on Neighborhood Fruit, you must register for the Service through “Create a New Account.” If and when a Fruit Seeker is matched with a Fruit Giver, the Fruit Seeker will pay Neighborhood Fruit a “matching” or “transaction” fee. The cost of registration and transaction fees are subject to change. Information about current registration and transaction fees will be kept updated and available on the website under “About” or “FAQ” sections of the site. Fruit Seekers will have an opportunity to review and accept the fees that will be charged. For promotional purposes, we may sometimes offer free or discounted services.
8. Your Responsibilities
In consideration of your use of the Services and/or registration with Neighborhood Fruit, you agree to the following:
a. You Agree to Provide True Information
You agree to: (1) provide true, accurate, current, and complete information about yourself as prompted by the Services registration form ("Create New Account") and (2) maintain and promptly update “My Account” to keep it true, accurate, current, and complete.
b. You Agree to Protect Your Password and Report Breaches of your Account
You will receive a password and account designation upon completing the Neighborhood Fruit registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (1) immediately notify Neighborhood Fruit of any unauthorized use of your password or account or any other breach of security, and (2) ensure that you exit from your account at the end of each session. Neighborhood Fruit cannot and will not be liable for any loss or damage arising from your failure to comply with these rules.
c. You Agree Not to Post, Email, or Otherwise Make Available Content of the Following Nature:
- that is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, invasive of another's privacy, or is harmful to minors in any way;
- that is pornographic
- that harasses, degrades, intimidates, or is hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- that impersonates any person or entity, including, but not limited to, a Neighborhood Fruit employee, or falsely states or otherwise misrepresents your affiliation with a person or entity (this provision does not apply to Content that constitutes lawful non-deceptive parody of public figures);
- that includes personal or identifying information about another person without that person's explicit consent;
- that is false, deceptive, misleading, deceitful, misinformative, fraudulent, or constitutes "bait and switch;"
- that infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party, or Content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
- that constitutes or contains "affiliate marketing," "link referral code," "junk mail," "spam," "chain letters," "multi-level marketing," "pyramid schemes," or unsolicited commercial advertisement;
- that constitutes or contains any form of advertising or solicitation if: posted in areas of the Neighborhood Fruit sites which are not designated for such purposes;
- that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy ,or limit the functionality of any computer software or hardware or telecommunications equipment;
- that disrupts the normal flow of dialogue with an excessive amount of Content (flooding attack) to the Services, or that otherwise negatively affects other Users' ability to use the Services; or
- that employs misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the Services.
d. You Agree Not To Engage in the Following:
- contact anyone who has asked not to be contacted, or make unsolicited contact with anyone for any commercial purpose;
- "stalk" or otherwise harass anyone;
- collect personal data about other Users for commercial or unlawful purposes;
- use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Services - unless expressly permitted by Neighborhood Fruit;
- post non-local or otherwise irrelevant Content, repeatedly post the same or similar Content, or otherwise impose an unreasonable or disproportionately large load on our infrastructure;
- attempt to gain unauthorized access to Neighborhood Fruit's computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Services or the Neighborhood Fruit website; use any form of automated device or computer program that enables the submission of postings on Neighborhood Fruit without each posting being manually entered by the author thereof (an "automated posting device"), including without limitation, the use of any such automated posting device to submit postings in bulk, or for automatic submission of postings at regular intervals. Postings include listings of offers to deal or trade and other postings such as comments, among other Content provided by Users or third-parties accessing the Neighborhood Fruit website;
- use a Posting Agent to post Content to the Services
- collect, aggregate, copy, duplicate, display, or make derivative use of the Services for any purpose unless expressly permitted by Neighborhood Fruit. Neighborhood Fruit permits you to display on your website, or create a hyperlink on your website to, individual postings on the Services so long as such use is for noncommercial and/or news reporting purposes only (e.g., for use in personal web blogs or personal online media). If the total number of such postings displayed or linked to on your website exceeds ten (10) postings, your use will be presumed to be in violation of the TOU, absent express permission granted by Neighborhood Fruit to do so. Notwithstanding the foregoing, Users may link to their own posts without limit.
e. You Agree to Comply with Applicable Laws and Regulations:
You agree that you will use the Services in a manner consistent with any and all applicable laws and regulations of your jurisdiction. It is your responsibility to investigate and comply with all applicable laws, including, but not limited to, laws pertaining to interstate commerce, requirements for quarantine of plants transported across state lines, regulations promulgated by the U.S. Department of Agriculture, state and/or local authorities regulating growth, production, distribution, transportation, processing and/or sale of food or agricultural products, and any regulations having the force of law;
9. Neighborhood Fruit’s Feedback System
Neighborhood Fruit will maintain a feedback system, whereby Users may rate and evaluate their experience and other Neighborhood Fruit Users. This feedback system is designed for the purpose of facilitating a better experience for all Users. Feedback does not reflect the opinions or endorsements of Neighborhood Fruit. By registering as a Member, you agree that you will not take any actions that may undermine the integrity of the feedback system. We reserve the right to terminate any User’s membership if such User receives negative feedback from any other User, however, we are not obligated to review or evaluate the feedback with respect to any User.
10. Email Communications from Neighborhood Fruit
11. Content Posted By Users
All postings, messages, text, files, images, photos, video, sounds, or other materials ("Content") posted on, transmitted through, or linked from the Services, are the sole responsibility of the person from whom such Content originated.
You understand that Neighborhood Fruit does not control, and is not responsible for User Content made available through the Services, and that by using the Services, you may be exposed to User Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Neighborhood Fruit makes no representation or warranty as to the accuracy, completeness, or authenticity of the information contained in any User Content. You agree that you must evaluate and bear all risks associated with the use of or reliance on any Content, and that under no circumstances will Neighborhood Fruit be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, or otherwise made available via the Services. You acknowledge that Neighborhood Fruit does not always pre-screen or approve Content, but that Neighborhood Fruit shall have the right (but not the obligation) in its sole discretion to refuse, delete, or move any Content that is available via the Services for violating the letter or spirit of the TOU or for any other reason.
Although Neighborhood Fruit does not claim ownership of User Content or Your Content, by posting Content to any public area of the Services, you automatically grant, and you represent and warrant that you have the right to grant to Neighborhood Fruit an irrevocable, perpetual, non-exclusive, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content. Furthermore, by posting Content to any public area of the Services, you automatically grant Neighborhood Fruit all rights necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Content on the Services by any party for any purpose.
You acknowledge that Neighborhood Fruit may establish limits concerning use of the Services, including the maximum number of days that Content will be retained by the Services, and the maximum size and number of postings, email messages, or other Content that may be transmitted or stored by the Services. You agree that Neighborhood Fruit has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Services. You acknowledge that Neighborhood Fruit reserves the right at any time to modify or discontinue the Services (or any part thereof) with or without notice, and that Neighborhood Fruit shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services.
12. Neighborhood Fruit is Not Responsible for Third Party Content
The Neighborhood Fruit website and Content available through the Services may contain features and functionalities that may link you or provide you with access to third party content which is completely independent of Neighborhood Fruit, including web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole.
Your interactions with third partyorganizationsparty organizations and/or individuals found on or through the Services, including payment, exchange and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such entities, either organizations or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any such third parties.
13. Disputes Between Two or More Users, or Between Users and Third Parties
If there is a dispute between participants on this site, or between Users and any third party, you understand and agree that Neighborhood Fruit is under no obligation to become involved. In the event that you have a dispute with one or more other Users, you hereby release Neighborhood Fruit, its officers, employees, owners, agents, and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or our Service.
14. IMPORTANT: Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE TO THE FOLLOWING:
a. YOUR USE OF THE NEIGHBORHOOD FRUIT WEBSITE AND SERVICES ARE AT YOUR SOLE RISK.
Your use of the Neighborhood Fruit website and Services are at your sole risk. The Neighborhood Fruit website and Services are provided on an “as is” and “as available” basis. Neighborhood Fruit expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Neighborhood Fruit makes no warranty or representation that the quality of any products, fruit, services, information obtained by you through the Neighborhood Fruit website and Services will meet your expectations.
b. NEIGHBORHOOD FRUIT MAKES NO WARRANTIES WITH REGARD TO THE FITNESS OR RELIABILITY OF ITS WEBSITE
Neighborhood Fruit makes no warranty that:
i) the Neighborhood Fruit website and Services will meet your requirements
ii) the Neighborhood Fruit website and Services will be uninterrupted, timely, secure, or error-free
iii) the results that may be obtained from the use of the Neighborhood Fruit website and Services will be accurate or reliable
iv) that the website is free of viruses or other harmful components, or
v) any errors in the website will be corrected.
c. YOU WAIVE ALL CLAIMS AGAINST NEIGHBORHOOD FRUIT FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA
Any material downloaded or otherwise obtained through the use of the Neighborhood Fruit website and Services is accessed at your own discretion and risk, and you will be solely responsible for and hereby waive any and all claims and causes of action with respect to any damage to your computer system, internet access, download or display device, or loss of data that results from the download of any such material.
d. NEIGHBORHOOD FRUIT MAKES NO WARRANTIES WITH REGARD TO THE RELIABILITY OF INFORMATION OBTAINED ON THE WEBSITE
Neighborhood Fruit makes not warranties with regard to the reliability of information obtained on the website. You understand that Neighborhood Fruit does not control, and is not responsible for User Content made available through the Services. Neighborhood Fruit makes no representation or warranty as to the accuracy, completeness, or authenticity of the information contained in any User Content. You agree that you must evaluate and bear all risks associated with the use of or reliance on any Content, and that under no circumstances will Neighborhood Fruit be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Services. You acknowledge that Neighborhood Fruit does not always pre-screen or approve Content, but that Neighborhood Fruit shall have the right (but not the obligation) in its sole discretion to refuse, delete, or move any Content that is available via the Services, for violating the letter or spirit of the TOU or for any other reason.
e. NEIGHBORHOOD FRUIT MAKES NO WARRANTIES WITH REGARD TO THE SAFETY OF GIVING, RECEIVING, PICKING, OR EATING FRUIT, OR WITH REGARD TO THE QUALITY OF FRUIT
Neighborhood Fruit makes no warranty or representation with regard to the safety of giving, receiving, picking, or eating fruit. It is the responsibility of Users to be informed about safe handling of food and safe fruit picking practices. Neighborhood Fruit makes no warranty or representation with regard to the quality of fruit, fitness for eating, or any pesticides that may or may not have been used in the growing of the fruit. Neighborhood Fruit does not control offered fruit and other backyard products, such as herbs and vegetables, and therefore has no ability to regulate the individuals who utilize this site. Neighborhood Fruit is not responsible for ensuring the freshness and quality of the fruit, or for any pesticide that may or may not have been used in connection with any fruit given or received.
f. NEIGHBORHOOD FRUIT MAKES NO WARRANTIES WITH REGARD TO THE SAFETY OF INTERACTING WITH OTHER MEMBERS
Neighborhood Fruit makes no warranties with regard to the safety of interacting with other Members. Neighborhood Fruit cannot and does not confirm each Member's purported identity. Neighborhood Fruit has no control over the integrity of Members, their behavior, or the truth or accuracy of Members’ information listed on the Website. Members should use common sense and precaution when interacting with strangers. In order to help you evaluate the Members with whom you are dealing, Neighborhood Fruit offers a User-initiated feedback and rating system as defined above. We also encourage you to communicate directly with each potential Fruit Grower or Fruit Seeker prior to giving or receiving fruit. Members interact with each other at their own discretion and risk and hereby waive any and all claims and causes of action with respect to any damage, injury, or loss arising from interactions with other Members.
15. IMPORTANT: Limitation of Liability
AS CONSIDERATION FOR YOUR USE OF NEIGHBORHOOD FRUIT’S SERVICES, YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEIGHBORHOOD FRUIT SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF NEIGHBORHOOD FRUIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:
(a) THE USE OR THE INABILITY TO USE THE NEIGHBORHOOD FRUIT SERVICE;
(b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES;
(c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
(d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE NEIGHBORHOOD FRUIT SERVICE;
(e) COMMUNICATING AND/OR MEETING WITH OTHER MEMBERS OF THE SITE OR THE SERVICES,
(f) ENTERING ONTO THE PROPERTY OF OTHERS, AND/OR HARVESTING FRUIT,
(g) PERMITTING OTHERS TO ENTER ONTO YOUR PROPERTY, OR
(h) ANY OTHER MATTER RELATING TO THE SERVICES OR YOUR USE OF THEM.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT NEIGHBORHOOD FRUIT SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO PHYSICAL DAMAGES, BODILY INJURY, DEATH AND OR EMOTIONAL DISTRESS AND DISCOMFORT RESULTING FROM:
(a) COMMUNICATING AND/OR MEETING WITH OTHER MEMBERS OF THE SITE OR THE SERVICES,
(b) ENTERING ONTO THE PROPERTY OF OTHERS AND/OR HARVESTING FRUIT,
(c) PERMITTING OTHERS TO ENTER ONTO YOUR PROPERTY, OR
(d) ANY OTHER MATTER RELATING TO THE SERVICES OR YOUR USE OF THEM.
YOU ALSO AGREE TO HOLD NEIGHBORHOOD FRUIT HARMLESS FOR OTHER USERS’ ACTIONS OR INACTIONS, INCLUDING ANYTHING POSTED BY USERS. YOU ACKNOWLEDGE THAT NEIGHBORHOOD FRUIT IS NOT A TRADITIONAL AUCTIONEER OR FARMERS MARKET AND THAT NEIGHBORHOOD FRUIT IS ONLY PROVIDING A FORUM FOR PEOPLE TO OFFER AND/OR OBTAIN FREE FRUIT. NEIGHBORHOOD FRUIT IS NOT INVOLVED IN THE ACTUAL PHYSICAL TRANSACTION BETWEEN FRUIT GROWERS AND FRUIT SEEKERS. YOU AGREE THAT NEIGHBORHOOD FRUIT DOES NOT GUARANTEE THE QUALITY, SAFETY, OR LEGALITY OF ITEMS ADVERTISED, THE TRUTH OR ACCURACY OF LISTINGS, THE ABILITY OF FRUIT GROWERS TO OFFER FRUIT, OR THAT A TRANSACTION WILL BE COMPLETED.
You agree to release Neighborhood Fruit, including its subsidiaries, affiliates, officers, employees, agents, partners, and owners (collectively “Indemnified Parties”), from all claims and obligations and to indemnify and hold the Indemnified Parties harmless from and against any loss, liability, claim, demand, damages, costs, and expenses, including reasonable attorney's fees, arising out of or in connection with Content you make available on the website, any Third Party Content you post or share on or through the site, your use of the Services or the site, your conduct in connection with the Services or the site, your conduct or interactions with other Users of the Services or the site, your violation of this TOU, your violation of any law, or your violation of the rights of any third party.
17. Termination of your Membership
We reserve the right but are not obligated to investigate and terminate your participation in Neighborhood Fruit if you have misused the site or the Services, violated the TOU, provided inaccurate or incomplete information, or behaved in a way which could be regarded as inappropriate or unlawful.
18. Proprietary Rights
All intellectual property rights to the Neighborhood Fruit Content, website, and in the Service, including rights to designs, text, graphics, pictures, video, information, software, music, sound, and other files, shall be owned by Neighborhood Fruit, absolutely and in their entirety. These rights include and are not limited to database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered), and other similar rights wherever existing in the world together with the right to apply for protection of the same.
Unless Neighborhood Fruit explicitly permits you to do so, no Neighborhood Fruit Content or User Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without prior written permission of Neighborhood Fruit, except that the foregoing does not apply to Your Content that you legally post on the Site. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell, or exploit for any commercial purposes, any aspect of the Services.
19. You Are Also Subject to the Terms of the General Public License for Copying, Distribution, and Modification of this Software
20. Violations of this TOU
Please report any violations of the TOU via Neighborhood Fruit contact form www.neighborhoodfruit.com/contact.
Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
You understand and agree that, because damages are often difficult to quantify, if it becomes necessary for Neighborhood Fruit to pursue legal action to enforce this TOU against you, you will be liable to pay Neighborhood Fruit all court costs, attorney fees, and any actual damages, which you accept as reasonable under this TOU. Notwithstanding any other provision of this TOU, Neighborhood Fruit retains the right to seek the remedy of specific performance of any term contained in this TOU, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in this TOU, or any combination thereof.
21. Reporting Copyright Infringement to Neighborhood Fruit
We respect the intellectual property rights of others and we prohibit Users from uploading, posting or otherwise transmitting on the site or in connection with the Neighborhood Fruit Service any materials that violate another party's intellectual property rights. In accordance with the Digital Millennium Copyright Act, when we receive proper Notice, as described below, of an alleged copyright infringement, we will take steps to investigate the infringement, may remove or disable access to the allegedly infringing material, and/or may terminate the accounts of repeat infringers. If you believe that any material on the Neighborhood Fruit website infringes upon any copyright which you own or control, you may send a written notification of such infringement to Neighborhood Fruit via Neighborhood Fruit contact form www.neighborhoodfruit.com/contact, or:
81 Dorland St. #5
San Francisco, CA 94110
Please provide us with the following Notice:
(1) Identify the material on the Neighborhood Fruit site that you claim is infringing, with enough detail so that we may locate it on the website;
(2) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
(3) A statement by you declaring under penalty of perjury that (a) the above information in your Notice is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
(4) Your address, telephone number, and email address; and
(5) Your physical or electronic signature.
22. IMPORTANT: Resolution of Disputes or Legal Claims between You and Neighborhood Fruit
Should any dispute or legal claim arise between you and Neighborhood Fruit, you and Neighborhood Fruit agree to attempt resolution of such dispute or legal claim through verbal or written discussion. You and Neighborhood Fruit agree that all disputes or legal claims between you and Neighborhood Fruit that cannot be resolved through discussion will be submitted to confidential mediation in San Francisco County, California. The mediation shall be conducted by a mediator mutually agreed on by you and Neighborhood Fruit, and the cost of such mediation shall be split equally between you and Neighborhood Fruit.
Should mediation be ineffective at resolving the dispute, the dispute shall be submitted to binding and confidential arbitration in San Francisco County, California. The arbitration shall be conducted by the American Arbitration Association, or any other established alternative dispute resolution provider mutually agreed upon by you and Neighborhood Fruit. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
23. Choice of Law and Forum
The TOU and the relationship between you and Neighborhood Fruit shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and Neighborhood Fruit agree to submit to the personal and exclusive jurisdiction of the courts located within the County of San Francisco, California, or of the U.S. District Court for the Northern District of California, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.
24. General Provisions
The failure of Neighborhood Fruit to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. The section titles in the TOU are for convenience only and have no legal or contractual effect. You agree that your Neighborhood Fruit account is non-transferable. You agree that, except as otherwise expressly provided in this TOU, there shall be no third-party beneficiaries to this agreement.
25. Date of Last Revision of this TOU
April 8, 2009