Meal Plans | Low Carb Plan

Terms and Conditions

1. Introduction

Welcome to LoCalFoodz Cali and our Terms and Conditions (“Terms and Conditions”). These Terms and Conditions relate to localfoodz.co (“Site”), our mobile application (“App”) and the services offered therein (collectively referred to as the “LoCalFoodz Platform”) that are owned and operated by LoCalFoodz Cali, Inc. (“LoCalFoodz”, “we”, “our”, “us” or “Company”). The term, “you” refers to you, a valued customer who has registered on the LoCalFoodz Platform to purchase and utilize the Services.

Please read the following terms and conditions carefully.

By using the LoCalFoodz Platform, you acknowledge that you have read, understand, and expressly agree to be legally bound by these terms and conditions. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THESE TERMS AND CONDITIONS, PLEASE DO NOT USE OR REGISTER FOR THE SERVICES PROVIDED ON THE LOCALFOODZ PLATFORM.

We may update these Terms and Conditions from time to time at our sole discretion. The modified Terms and Conditions will be effective immediately following posting to the LoCalFoodz Platform and you agree to the new posted Terms and Conditions by continuing your use of the Site, App and/or placing an order. Each time you use the Site, App or place an order, you reaffirm your acceptance of the then-current Terms and Conditions, and your agreement to be bound hereby. You are responsible for staying informed of any changes and are expected to check this page from time to time so you are aware of any changes. If you do not agree with the modified Terms and Conditions, you should stop using the LoCalFoodz Platform and/or cancel your subscription.

2. Eligibility

Our Services are available only to and may only be used by individuals in the State of California who can form legally binding contracts under applicable law. By placing an order through our Site or App, you represent and warrant that you: (1) are legally capable of entering into this Agreement; (2) are at least 13 years old; (3) are a resident of the State of California. By using the LoCalFoodz Platform, you represent and warrant that you have the right, authority and capacity to agree to these terms and conditions.

3. Services

The services that the LoCal Foodz Platform provides solely consists of: (1) operating and maintaining the LoCalFoodz Platform; (2) providing certain meal plans to match your preferences that you have selected on the LoCalFoodz Platform; and (3) delivering the selected meal plans to you, subject to the restrictions set forth in these Terms and Conditions (“Services”).

We have the sole right to determine the pricing, product specifications, and availability of the meal plans provided as part of the Services. We further have the right to modify, suspend or cancel all or any part of the Services or any meal plan at any time at our sole discretion.

Although we try to ensure that the prices marketed on this site are the same, prices and product availability may change, especially if you select a delivery or pickup date that is different from the date when you placed your order.

In addition, though every attempt is made to ensure price accuracy, discrepancies can occur. In the event that your checkout price and the current advertised price on this site are different, you could be subject to the current price in our store. We will notify you under these circumstances. Please note that while we intended to confirm the accuracy of information posted on this site, mistakes can be made as a result of inaccurate reporting of accurate information or accurately reporting inaccurate information. We do not make any representations as to the timeliness, accuracy, reliability or completeness of any of the information contained on this site or on those sites to which we offer links. If you become aware that our site contains inaccurate information, please contact us at[[email protected]].

4. Payment

By selecting “PAYPAL/STRIPE/APPLE PAY” as a method of payment and submitting your order, you understand that you are committed to fulfilling that order by providing us with full required payment on your pickup or delivery date.

Furthermore, by selecting “PAYPAL/STRIPE/APPLE PAY” as a method of payment, you understand that you are authorized to use the credit card presented as a method of payment. Before the purchase of any goods or services on our site, you must provide us with a valid credit card number and associated payment information which includes the following: (a) your name as it appears on the card, (b) credit card number, (c) credit card type, (d) expiration date, and (e) any activation numbers or security codes required for processing. If we did not receive payment from your credit card issuer or its agent, you agree to pay all amounts due upon demand to us. The final charges on your credit card may be different than those stated on the website.

You acknowledge and agree that you are providing payment for the Servies through a third-party payment service provider and that LoCalFoodz will not be responsible, in any way, for any damages that arise from the payment transaction that you undertake along with such third-party payment service provider. You are strongly encouraged to review the terms and conditions of the third-party payment service provider that you have chosen prior to providing payment for the Services.

5. Important Health Information & Medical Disclaimer

If you have any known medical conditions or have any concerns about your physical or mental condition in any way, please consult a competent physician before starting any LoCal Foodz meal plan.

WE DO NOT PROVIDE PROFESSIONAL MEDICAL SERVICES OR ADVICE. LOCALFOODZ IS NOT A MEDICAL ORGANIZATION. ANY STATEMENTS ON THE SITE AND/OR APP DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS MEDICAL ADVICE. NO DOCTOR-PATIENT RELATIONSHIP IS CREATED. THE SERVICES ARE NOT INTENDED TO DIAGNOSE OR TREAT ANY ILLNESS, DISEASE, OR ADVERSE MEDICAL CONDITION.

If you are currently under the care of a healthcare professional or are living with a chronic health care condition, you represent that you have obtained the express approval from a healthcare professional before ordering any of our meal plans or any other Services.

Each time you use the Services, you represent to us that you are not using the Services for the purpose of obtaining medical advice or services. You further agree that, before using the Services, you shall consult your physician, particularly if you are at risk for problems resulting from exercise or changes in your diet. If any information you receive or obtain from using the Services is inconsistent with medical advice from your physician, you should follow the advice of your physician.

6. Weight Loss and Health Claims; Nutritional Information; Allergens

LoCalFoodz provides weight loss and health information solely for informational purposes. Weight loss and health results are not guaranteed. Actual results will vary widely from individual to individual. By purchasing from LoCalFoodz, you acknowledge that LoCalFoodz does not make any claims, guarantees, explicit or implied, for any specific results. Failure to lose weight or meet your desired results will not be grounds for a refund or to seek any damages against LoCalFoodz.

LoCalFoodz does not imply, suggest or represent that any of our Services have been approved for any individual use by any doctors or medical staff.

Please note that nutritional information on our site reflects recent updates to meals based on evolving ingredients. The nutritional information for meals at the time of their preparation is reflected on the labels on our meal containers, and we update this information, as needed, on a daily basis on our Site and App which is reflected on the labels on our meal containers.

You are solely responsible for knowing about any food allergies you may have and verifying the products and their contents before handling, preparing, using or consuming such products. Please note that the eight major allergens, as determined by the US food and drug administration, which are wheat, egg, soy, milk, treenuts, peanuts, fish, and shellfish, are stored, portioned, and packaged in LoCalFoodz's and our chef's facilities. You understand, acknowledge and agree that, while we take reasonable precautions to limit any cross-contamination of allergens when we store, portion and package our food products, inadvertent cross-contamination may occur, and thus, the respective meals, or the meal box, may contain some or all of the allergens listed above.

LoCalFoodz does not represent or warrant that the nutrition, ingredient, allergen, and other product information on our Site or App is accurate or complete since this information is provided by the product manufacturers or suppliers and on occasion manufacturers may modify their products and update their labels. We recommend that you do not rely solely on the information presented on our Site. If you have any questions, please contact [[email protected]] if you have a specific dietary or allergic concern or question about a product.

7. Deliveries; Safe Food Handling and Preparation

All purchases and deliveries from LoCalFoodz are made pursuant to a shipment contract. This means that title and risk of loss for all items transfer to you upon delivery to the address you provided during checkout or to an authorized third party designated by you (such as a concierge, front desk, or delivery locker). Once a delivery has been confirmed as delivered, LoCalFoodz is no longer responsible for any loss, theft, spoilage, or damage to the product, regardless of whether you were physically present at the time of delivery.

Delay of Deliveries

While LoCalFoodz makes every reasonable effort to ensure timely delivery of your meals, certain factors—such as weather, traffic conditions, or unforeseen logistical issues—may occasionally result in delays. In such cases, LoCalFoodz will make reasonable efforts to notify you of the delay and provide an updated delivery estimate.

In the event of a delay, you are still responsible for inspecting the contents of the delivery upon receipt and ensuring proper refrigeration or freezing immediately thereafter. If a delay causes concern about the safety or condition of your meals, please contact LoCalFoodz customer service before consuming the product.

You should regularly review the USDA`s regulations for the safe handling and preparation of food which can be found in the following link: USDA Guidelines (https://www.fsis.usda.gov/food-safety/safe-food-handling-and-preparation) (“USDA Guidelines”).

Upon delivery of our food packages, you will be handling such food solely at your risk. Therefore you are responsible for the adequate handling, storage, refrigeration and preparation of the meals.

You are also responsible for tracking when the food packages arrive so that you can promptly refrigerate or freeze the food. Perishable foods should not remain unrefrigerated for more than one (1) hour after delivery (or no more than 30 minutes in temperatures exceeding 90°F/32°C). LoCalFoodz shall not be liable for any foodborne illness, spoilage, or damage resulting from improper storage, handling, or delay in refrigeration after delivery has occurred.

LoCalFoodz recommends that all warming and preparation instructions found in the food package label should be followed. If you have any questions and concerns regarding the handling, storage or preparation of your delivered meal, please contact our customer service team at [[email protected]].

8. Your Account and Responsibility to Protect Your Account

To utilize specific features on the Site and App, you will need to become a Registered User. For purposes of these Terms and Conditions, a “Registered User” is a user who has registered an account on the Site or the App (“Account”).

Should you create an Account with LoCalFoodz, you agree to: (1) provide true, accurate, complete and up-to-date information, as well as updating the information as necessary; (2) maintain the security of your password and accept the risks associated with access to your account which is not authorized by you; (3) notify us as soon as possible at [[email protected]] if you believe there have been any breaches to the security of the Site, the App, or your account information; and (4) exit from your Account at the end of each session.

You represent and warrant that you meet all of the requirements of eligibility to register an Account as set forth in Section 2 of these Terms and Conditions.

You are responsible for all activities that occur under your Account.

You may not share your Account or password with anyone. If you provide any information that is untrue, inaccurate, not current or incomplete, or LoCalFoodz has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, LoCalFoodz has the right to suspend or terminate your Account and refuse any and all current or future use of Site, App, or Services (or any portion thereof).

You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. LoCalFoodz reserves the right to remove or reclaim any usernames at any time and for any reason.

You acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of LoCalFoodz.

YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THE SERVICES BY ANYONE USING YOUR ACCOUNT WHETHER OR NOT SUCH ACCESS TO AND USE OF YOUR ACCOUNT IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING, WITHOUT LIMITATION, FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE.

LoCalFoodz reserves the right to withdraw or amend the Site or App, and any service or material we provide on the Site, in its sole discretion without notice. LoCalFoodz will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period.

From time to time, LoCalFoodz may restrict access to some parts of the LoCalFoodz Platform, to Registered Users. LoCalFoodz has the right to disable any Account or ban any Registered User at any time, in its sole discretion, if, in our opinion, you have violated any provisions of these Terms and Conditions.

9. Social Media and Networking Sites

As part of the functionality of the LoCalFoodz Platform, you may be able to login through online accounts you may have with third party service providers (each such account, a “Third Party Account”) by either: providing your Third Party Account login information through the LoCalFoodz Platform, or allowing LoCalFoodz to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account.

You represent that you are entitled to disclose your Third Party Account login information to LoCalFoodz and/or grant LoCalFoodz access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating LoCalFoodz to pay any fees or making LoCalFoodz subject to any usage limitations imposed by such third party service providers.

By granting LoCalFoodz access to any Third Party Accounts, you understand that LoCalFoodz may access, make available and store (if applicable) any content that you have provided to and stored in your Third Party Account (“TPA Content”) so that it is available on and through the LoCalFoodz Platform via your account, including without limitation any friend, contacts or following/followed lists, and LoCalFoodz may submit and receive additional information to your Third Party Account as indicated herein. Unless otherwise specified in herein, all TPA Content, if any, shall be considered to be Your Information and your content.

Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through the LoCalFoodz Platform. Please note that, if a Third Party Account becomes unavailable or the LoCalFoodz Platform’s access to such Third Party Account is terminated by the third party service provider, then TPA Content may no longer be available on and through the LoCalFoodz Platform.

PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS. LoCalFoodz makes no effort to review any TPA Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and LoCalFoodz is not responsible for any TPA Content.

10. Proprietary Rights

LoCalFoodz owns and retains ownership in the LoCalFoodz Platform and all intellectual property rights therein (“Intellectual Property”). You may not rent, lease, lend, sell, redistribute or sublicense any Intellectual Property that relates to the LoCalFoodz Platform. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the LoCalFoodz Platform, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law). Any attempt to do so is a violation of the rights of LoCalFoodz.

You represent and warrant to LoCalFoodz that your Account and the information contained therein is posted by you and that you are the sole author of your Account information. To enable the LoCalFoodz Platform to use your Account without violating any rights you might have in such information, you automatically grant, and represent and warrant that you have the right to grant, to LoCalFoodz, a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable right to exercise the copyright, publicity, and database rights you have in your Account, and to use, such information and content to implement the Services.

LoCalFoodz will only use your Account and content in accordance with its Privacy Policy. You may remove your content or your Account from the LoCalFoodz Platform at any time. If you choose to remove any information from your Account or delete your Account, the license granted above will automatically expire, however you acknowledge that LoCalFoodz may retain archived copies of your content.

In addition, other users may post copyrighted material on the LoCalFoodz Platform. Except for that information which is in the public domain or for which you have been given permission, you will not copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information of other users on the LoCalFoodz Platform.

Subject to these Terms and Conditions, LoCalFoodz grants Registered Users a limited license to use the Intellectual Property for personal and non-commercial use only. Any other use of LoCalFoodz’s materials, including modification, distribution, or reproduction for purposes other than the personal usage of LoCalFoodz’s Intellectual Proeprty, without written approval from LoCalFoodz (which can be provided through email), is strictly prohibited.

11. Disclaimer of Services Warranty, Limitation of Liability and Indemnification

YOU ARE SOLELY RESPONSIBLE FOR, AND ASSUME ALL RISKS RELATED TO, THE PROPER AND SAFE PREPARATION, USE, AND CONSUMPTION OF THE CONTENTS OF THE MEALS. AS SUCH, ALL CONTENTS OF THE RESPECTIVE MEALS ARE PROVIDED “AS-IS” AND “AS AVAILABLE,” AND, TO THE FULLEST EXTENT ALLOWABLE UNDER ANY APPLICABLE LAW. ALL EXPRESS AND IMPLIED WARRANTIES ARE DISCLAIMED. THIS SPECIFICALLY INCLUDES, BUT IS NOT LIMITED TO, THE WARRANTY FOR FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES OF MERCHANTABILITY, AND WARRANTIES FOR THE NON-INFRINGEMENT OF INTELLECTUAL PROPERTY.

You hereby release and agree to hold LoCalFoodz harmless from any and all causes of action and claims of any nature resulting from the Services, including (without limitation), any act, omission, opinion, response, advice, suggestion, information, service, content and/or information accessible through the LoCalFoodz Platform. You understand and acknowledge that the Services are provided “as is” without any express or implied warranties of any kind, including but not limited to merchantability, non-infringement, security, fitness for a particular purpose or accuracy. The use of the LoCalFoodz Platform and Services are at your own risk. To the fullest extent of the law, we expressly disclaim all warranties of any kind, whether expressed or implied.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LOCALFOODZ, ITS AFFILIATES (INCLUDING, BUT NOT LIMITED TO, THEIR LICENSORS, SERVICE PROVIDERS, DIRECTORS, OFFICERS, AGENTS, PARTNERS, REPRESENTATIVES AND EMPLOYEES) SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY/PUNITIVE DAMAGES. THIS LIMITATION SHALL INCLUDE, BUT IS NOT LIMITED TO, DAMAGES RELATED TO PERSONAL INJURY (INCLUDING FOOD POISONING); PAIN AND SUFFERING; EMOTIONAL DISTRESS; BUSINESS INTERRUPTION; LOSS OF PROFITS, REVENUE, BUSINESS OR ANTICIPATED SAVINGS, USE, GOODWILL, DATA; AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE) BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

ADDITIONALLY, IN NO EVENT SHALL LOCALFOODZ BE LIABLE FOR DISPUTES ARISING OUT OF OR IN ANY WAY RELATED TO THE ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE, APP OR CONTENT (INCLUDING, BUT NOT LIMITED TO, USER CONTENT, THIRD PARTY CONTENT, CONTENT OF LINKED THIRD PARTY SITES), OR THE ORDERING, RECEIPT, OR USE OF ANY PRODUCT, OR OTHERWISE RELATED TO THIS AGREEMENT (INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM LOCALFOODZ, OR FROM EVENTS BEYOND LOCALFOODZ’S REASONABLE CONTROL, SUCH AS SITE INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS OR OMISSIONS, DEFECTS, BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE).

UNDER NO CIRCUMSTANCES WILL LOCALFOODZ BE LIABLE TO YOU FOR MORE THAN THE TOTAL AMOUNT PAID TO LOCALFOODZ BY YOU DURING THE THIRTY (30) DAY PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY.

THE LIMITATIONS SET FORTH IN THIS SECTION SHALL NOT AFFECT LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER THE APPLICABLE LAW/JURISDICTION, SUCH AS LIABILITY FOR PERSONAL INJURY OR PROPERTY DAMAGE DIRECTLY AND PROXIMATELY CAUSED BY OUR ACTS OR OMISSIONS, OR FOR OUR GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT.

You agree to defend, indemnify and hold harmless LoCalFoodz, our affiliates, service providers, and licensors and their respective directors, officers, agents, contractors, partners, licensors, representatives, suppliers and employees, from and against any loss, liability, threatened or actual claim, demand, damages, costs and expenses, (including reasonable legal fees) arising out of or in connection with your use of the Site, the App, the Services, or any information obtained therefor other than as expressly authorized in these Terms and Conditions. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you hereunder, and you shall cooperate as fully as reasonably required by us. You agree to promptly notify LoCalFoodz of any third-party claims, cooperate with LoCalFoodz in defending such claims, and pay all fees, costs and expenses associated with defending such claims (including, but not limited to, attorneys’ fees and expenses, court costs, costs of settlement and costs of pursuing indemnification and insurance). This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and LoCalFoodz.

You agree that the provisions in this section will survive any termination of your Account, the Terms and Conditions and/or your access to the Services.

12. Procedure for Making Claims of Copyright Infringement

LoCalFoodz reserves the right to terminate any end-user’s access to the LoCalFoodz Platform where that end-user infringes upon third-party copyrights.

If you believe content posted on the App or Site infringes your copyright, please contact us by providing the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Services of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Correspondence regarding notice of claims of copyright infringement should be sent to our copyright agent at [[email protected]].

13. Restricted Activities

You agree that you will use the LoCalFoodz Platform in a manner consistent with any and all applicable laws and regulations. LoCalFoodz reserves the right, but is not obligated, to investigate and terminate your participation in the LoCalFoodz Platform if you have misused the LoCalFoodz Platform or engaged in unlawful or illegal conduct.

With respect to your participation on the LoCalFoodz Platform, you agree that you will not:

• express or imply that any statements you make are endorsed by LoCalFoodz, without LoCalFoodz’s specific prior written consent;
• use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the LoCalFoodz Platform or its contents;
• post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior consent of the owner of such proprietary rights;
• remove any copyright, trademark or other proprietary rights notices contained on the LoCalFoodz Platform;
• interfere with or disrupt the LoCalFoodz Platform or the servers or networks connected to the LoCalFoodz Platform; post, email or otherwise transmit any material 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; forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the LoCalFoodz Platform;
• “frame” or “mirror” any part of the LoCalFoodz Platform, without LoCalFoodz’s prior written authorization or use meta tags or code or other devices containing any reference to LoCalFoodz or the LoCalFoodz Platform in order to direct any person to any other website for any purpose;
• modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the LoCalFoodz Platform or any software used on or for the LoCalFoodz Platform or cause others to do so;
• upload onto the LoCalFoodz Platofrm any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
• create liability for LoCalFoodz or cause LoCalFoodz to become subject to regulation as a food vending business of any sort;
• transfer, use, or sell your LoCalFoodz account and/or ID to any another part; or
• otherwise violate any law, statute, ordinance or regulation.

We reserve the right to terminate your Account immediately upon discovering that you have engaged in one of the restricted activities above.

14. Force Majeure

We will not be liable or responsible for any failure to perform, or delay the performance of, any of our obligations that is caused by events outside our reasonable control (“Force Majeure Event”).

A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes, but is not limited, to the following: (1) strikes, lock-outs, or other industrial action; (2) civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war, or threat or preparation for war; (3) fire, explosion, storm, flood, earthquake, subsidence, pandemic, epidemic, or other natural disaster; (4) impossibility of delivery drivers to use roads for any reason; (5) impossibility of the use of public or private telecommunications networks; and (6) any relevant acts, decrees, legislation, regulations, or restrictions of any government.

Our performance under these Terms and Conditions is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable efforts to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Terms and Conditions may be performed despite the Force Majeure Event.

15. Governing Law, Dispute Resolution and Binding Arbitration

Any and all disputes, claims and causes of action arising out of or related to the LoCal Foodz Platform or any judgment awarded shall be subject to the arbitration provision as per the terms of this section shall be governed under the laws of the State of California without regard to conflict of law principles.

Arbitration Agreement

PLEASE READ THE FOLLOWING ARBITRATION AGREEMENT BELOW (“ARBITRATION AGREEMENT”) CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH LOCALFOODZ AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Site or the App, to any products sold or distributed through the Site or the App, or to any aspect of your relationship with LoCalFoodz, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims or seek relief in small claims court if your claims qualify; and (2) you or LoCalFoodz may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of these Terms and Conditions or any prior version of these Terms and Conditions. Any legal disputes or claims between LoCalFoodz and you that cannot be resolved informally will be submitted to binding arbitration in San Francisco, California. The arbitration shall be conducted by the American Arbitration Association, or any other established alternative dispute resolution (ADR) provider mutually agreed upon by the parties.

YOU AND LOCALFOODZ HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and LoCalFoodz are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms and Conditions as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Moreover, any proceedings to resolve or arbitrate any dispute will be conducted solely on an individual basis. Neither you nor LoCalFoodz will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity, and each party hereby waives any right to assert consolidated claims with respect to any disputes subject to arbitration or otherwise under these Terms and Conditions or any disputes between the parties. You agree not to act in the capacity of a named plaintiff, class representative, opt-in, class member or otherwise participate in any capacity in a class or collective proceeding. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of California. All other disputes, claims, or requests for relief shall be arbitrated.

You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: [[email protected]], within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your LoCalFoodz username (if any), the email address you used to set up your LoCalFoodz account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

16. General Provisions

These Terms and Conditions and any document expressly referred to herein constitute the whole agreement between you and LoCalFoodz, and supersede all previous discussions, correspondence, negotiations, arrangements, understandings, or agreements between us relating to the subject matter of any contract.

These Terms and Conditions, and any rights and licenses granted hereunder, may not be transferred, or assigned by you without the prior written consent of LoCalFoodz. Except as otherwise provided herein,

These Terms and Conditions is intended solely for the benefit of the parties and is not intended to confer third party beneficiary rights upon any other person or entity.

If any of these Terms and Conditions are determined by any competent jurisdiction to be invalid, unlawful, or unenforceable to any extent, such term, condition, or provision will to that extent be severed from the remaining terms, conditions, and provisions which will continue to be valid to the fullest extent permitted by law.

No waiver by LoCalFoodz of any provision in these Terms and Conditions shall be deemed a further or continuing waiver of such provision or a waiver of any other provision, and any failure to assert a right or provision under these Terms and Conditions does not constitute a waiver of such right or provision.