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LIVIN CUSTOMER TERMS OF USE

Last Modified: June 9, 2025

Welcome to www.chooselivin.com (the “Site”, which also includes any associated mobile websites, forums, blogs, email notifications and correspondence, or other informational sites owned and operated by Cookonnect Inc. (does business as (“d/b/a”) Livin), and any mobile application through which we provide Livin Services (as defined below) (“Mobile Apps”)). The Terms of Use stated herein (this or the “Agreement” or these “Terms of Use”) together with any documents they expressly incorporate by reference (collectively, “Agreement”) constitute a legal agreement between Cookonnect Inc. (d/b/a Livin) (“Livin”, “we”, or “us”) and individuals seeking meal preparation services (“you”, or “Customer”).

NOTICE OF ARBITRATION AGREEMENT AND CLASS ACTION WAIVER: THIS AGREEMENT INCLUDES A BINDING ARBITRATION CLAUSE AND A CLASS ACTION WAIVER, SET FORTH BELOW, WHICH AFFECT YOUR RIGHTS ABOUT RESOLVING ANY DISPUTE WITH LIVIN. PLEASE READ IT CAREFULLY.

Please note that this Agreement includes your agreement for Cooks to use their own ingredients that they keep on hand and were not purchased separately for the booked meal and by agreeing to receive any Livin Services, you agree to the Cooks using such ingredients and to waive any and all liability and claims in connection with the use of such ingredients. Please see the section titled “Cook's Pantry Permission”.

THIS AGREEMENT INCLUDES THE LIVIN PRIVACY POLICY , WHICH IS INCORPORATED HEREIN. IF YOU OBJECT TO ANYTHING IN THESE TERMS OF USE, THE PRIVACY POLICY OR ANY APPLICABLE ADDITIONAL TERMS, DO NOT USE THE SITE OR THE SERVICES.

When you download a Mobile App or when you sign up for an Account (as defined herein below) and click to accept the Terms of Use, you hereby acknowledge that you have read and understood the Agreement and agree to be bound by the terms and conditions stated herein. You acknowledge and agree that we may revise and update the Agreement from time to time; all changes or updates to the Agreement are effective immediately when we post them and will apply to your access to and use of the Site.

If you do not want to agree to be bound by the terms of the Agreement, you must not click that you accept the Terms of Use or access or use the Site.

  1. Eligibility for Use. By using and accessing the Site, you state that you (a) are at least 18 years old, (b) have the right, authority and capacity to enter into this Agreement, and abide by the terms and conditions of this Agreement, (c) are legally entitled to enter into this Agreement, and (d) are not prohibited by law from accessing or using the Site. If you cannot state that the foregoing are true, you may not use or access the Site or purchase any services provided by Livin. Without limiting the foregoing, the Site is not available to anyone under the age of 13 and if you are under the age of 13, you may not use the Site under any circumstances or for any reason. You agree to immediately notify Livin of any change in your eligibility to use the Site. We may change the eligibility requirements for the Site at any time or refuse to offer the Site to any person or entity.

  2. Our Site and Services

    1. The Site is a Venue. The Site provides a venue for Customers to request a cook to shop for ingredients and provide in-home meal preparation services (“Cook(s)”). In accordance with the terms of this Agreement, Livin evaluates Cooks generally for the purpose of reviewing their ability to provide the meal preparation services. Livin may provide certain booking, menu development, payment management and other services in connection with the food preparation services through the Site or the Mobile App (“Livin Services” or “Services”), but Livin is not a referral, matching or placement service and does not provide, refer, place, offer or seek to obtain employment for any Cooks.

    2. Pre-Screening of Cooks. Livin may, but is not required or obligated to, pre-screen each Cook. Specifically, Livin may, in its sole discretion, do one or more of the following or none of the following: (i) interview each Cook, including a cooking and tasting exercise (ii) order a background check of each Cook's adult criminal history through a third party, online-only criminal background verification service (“Verification Service”) in compliance with the Fair Credit Reporting Act and other comparable state requirements, (iii) verify compliance with any Livin quality standards and third-party certification requirements, e.g. food handling safety certification, (iv) check and clear all references provided by a Cook, and (v) require each Cook to represent that they are eligible to work in the United States. You understand and agree that the Verification Service will conduct background checks ordered by Livin in compliance with all applicable local, state and federal laws and as such the number of years for which a background check will provide results may vary; Livin will have no liability if a background check fails to report criminal history not included in a report due to such limitations. Notwithstanding the foregoing, Livin does not: (1) screen or independently verify the training, experience, or other resume details of Cooks, (2) guarantee, endorse, have any control over, or make any representations regarding the quality, accuracy, completeness or reliability of the information provided by a Verification Service, (3) independently verify the results of any criminal background check report from a Verification Service, or (4) reject Cooks on the basis of criminal history that only includes traffic violations. Any inaccuracies or disputes regarding information contained in a background check report must be addressed with the Verification Service that provided the report (and not Livin). Please note that Verification Services may be incomplete, not up-to-date, and may not provide all information about a Cook that may be relevant to you such as, for example, traffic violations, address verification, and pending criminal and/or civil complaints. While we may opt to pre-screen Cooks as described in this Section 2b., we make no further representations about any Cooks; accordingly, you should take and are responsible for any additional actions as you feel are appropriate to evaluate a Cook's background and fitness to provide the meal preparation services.

    3. Livin Does Not Employ Any Cooks. It is important that you understand that (I) COOKS ARE, AT ALL TIMES, INDEPENDENT CONTRACTORS AND ARE NOT EMPLOYED BY LIVIN. We do not control, monitor, supervise, or oversee the quality, timing, hours, legality, or any other aspect of services delivered by Cooks, nor do we require Cooks to accept any Booking Requests or deliver any services at all. Livin is not an employment service and does not serve as an employer of any Cook. As such, you understand and agree that because Livin cannot control the behavior of Cooks, you and the Cook(s) must resolve any issues, disputes or concerns directly with each other. As set forth in Section 16 of this Agreement, you agree to hold Livin harmless from any claims or liability that may arise from any disputes between you and any Cook.

    4. Additional Identification Information. If requested by Livin, you agree to provide Livin with such identification documents (including copies of a driver's license) or other information as may be needed or requested by Livin.

    5. Site Rules. Without limiting any of the terms and conditions stated herein, as a condition of your access to and use of the Site, you agree that: (a) you will only use the Site for lawful purposes; (b) you will not use the Site for any purpose that is prohibited by this Agreement; (c) you are responsible for all of your activity in connection with the Site; (d) you will not use the Site to cause nuisance, annoyance or inconvenience; (e) you will not try to harm the Site in any way whatsoever; (f) you will only use the Site for your own use and will not resell your account to a third party; (g) you will not attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Site; (h) you will not run any form of auto-responder or “spam” on the Site, use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site, or harvest or scrape any content from the Site; (i) you will not treat the Cooks inappropriately or in an inconsiderate manner; and (j) you will not access content or data not intended for you, or log onto a server or account that you are not authorized to access. Livin reserves the right to terminate your Account if you violate these terms.

  3. Meal Service Appointments and Your Account

    1. Setting up a Meal Service Appointment. The Site allows you to request a Cook to provide meal preparation services at the time and on the date of your choosing (each, a “Booking Request”). After you set up an Account (as described below), you will be able to enter Booking Requests. Booking Requests must include all of the information required by the request form and for your profile, specifically including any allergy disclosures and dietary requirements (“Kitchen & Family Profile”). If you do not complete the Kitchen & Family Profile in the Booking Request within 48 hours of your scheduled Meal Service Appointment, the Cook may not be able to accommodate your dietary requirements. Livin's assistance through the Site with managing Booking Requests shall be considered part of the Livin Services. All Booking Requests for Cooks that you find on the Site must be made through the Site at all times, i.e., YOU ARE NOT ALLOWED TO BOOK ANY COOKS OR OTHERWISE SCHEDULE ANY APPOINTMENTS WITH COOKS OUTSIDE OF THE SITE AT ANY TIME. If you would like to book a Cook who has provided meal preparation services to you through the Site again, you must submit a Booking Request and make note of your Cook preference through the Site.

    2. Your Account. In order to secure a Meal Service Appointment with Livin, you must create an account with Livin (“Account”). When creating an Account, you agree to provide true, accurate, current, and complete data about yourself (“Your Information”). You agree to promptly update Your Information if any of Your Information changes in order to keep it true, accurate, current, and complete, including making sure you have a valid credit card on file. Each user may only have one Account with Livin, and you may not create multiple Accounts for one individual. If you create multiple accounts for the same individual or do not keep Your Information accurate and current, including having an invalid or expired credit card on file, we may suspend your access to and use of the Site, deactivate your Account(s), and/or terminate this Agreement. You are solely responsible for maintaining the confidentiality of your Account and Your Information, and, except as otherwise required by applicable law, you are solely responsible for any use of your Account, whether or not you authorize that use. Your Account is for your own personal use, and you may not permit anyone else to use your Account. Your Account is for your own personal use, and you may not permit anyone else to use your Account. The Site is intended to be used by people who want to find, select, review and connect with Cooks so they can receive the meal preparation services; any use of this Site for any other purpose, (including but not limited to using the Site or information obtained from the Site to solicit, advertise to or contact Cooks or other Customers for any other purpose) is prohibited. You may never use another person's Account for or in connection with setting up a Meal Service Appointment without permission. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security related to your use of the Site. While you may authorize others to use your Account for your benefit, you may not assign or otherwise transfer your Account to any other person or entity.

    3. Customer Code of Conduct & Cleaning and Cancellation Fees.

      1. Customer will provide a clean and safe area for the Cook, free of children, pets, or any hindrances. After completion of the meal preparation services, the Cook will clean and return your kitchen to its original condition at the inception of the Meal Service Appointment. For unkempt kitchens that interfere with clean and safe food preparation (as determined by the Cook and documented in photos), a cleaning fee of $50 will be incurred and the booking will be extended by 30 minutes.
      2. Customer must be present during the meal preparation service or allow the Cook easy and safe access to your home and kitchen.
      3. Customer must provide containers (i.e., Tupperware, plastic bags, plates with saran wrap, etc.) for the storing of any meals and/or leftovers.
      4. Customer must not engage in inconsiderate or inappropriate treatment of the Cook.
      5. Customer agrees to allow the Cook to capture photo and/or video of the meal preparation only (not of Customer or any other persons in the home).
      6. A Meal Service Appointment may be canceled any time 48 hours prior to the Meal Service Appointment start time without penalty or fee. We understand that plans change. However, if you cannot honor a Meal Service Appointment and either are not able to provide access to your home at the Meal Service Appointment start time or cancel within 48 hours before the Meal Service Appointment start time (even if you made the Meal Service Appointment within 48 hours of the Meal Service Appointment start time), you will be charged for the entire Meal Fee. Late cancellations and missed Meal Service Appointments may be associated with your Account; to maintain a high level of service for all Customers and Cooks, Accounts with multiple late cancellations and/or missed Meal Service Appointments may be deactivated by Livin. If you believe that a late cancellation and/or missed Meal Service Appointment has been erroneously associated with your Account, you may dispute it by contacting us at hello@chooselivin.com.

    4. COVID-19 & Other Safety Measures. All Cooks will agree to wear face coverings during the time that they are cooking and providing the meal preparation services at your home based on your stated preference. In addition, Cooks must agree to select one of two Covid-19 management options - (i) proof of Covid-19 vaccination or (ii) proof of a negative Covid-19 test within 48 hours of service. Without limiting the requirements and responsibilities set forth above which may change from time to time depending upon the then-current circumstances, you acknowledge and agree that your obligations under this Agreement include your responsibility for taking all appropriate health, safety and hygiene measures to protect yourself and any Cooks with whom you interact from the spread or potential spread of infectious diseases or conditions, or any other unhealthy, unsafe, or unsanitary conditions. For more information on how to keep your home safe, please review the WHO and/or CDC's guidance which may be more or less restrictive than the requirements in this Section 3d and which may be updated from time to time. While Livin sets forth certain measures designed to keep you and the Cooks safe, Livin cannot, and does not, guarantee any services or conditions or take any responsibility or liability for (a) your failure to provide safe, healthy, and sanitary services or accommodations for the meal preparation services, (b) unsafe, unhealthy, or unsanitary conditions even if the measures are followed, or (c) any spread or potential spread of infectious diseases or conditions or any other unhealthy, unsafe, or unsanitary conditions actually or allegedly arising out of or resulting from use of the Livin Services or the meal preparation services of the Cooks in any manner. Livin also does not represent or warrant, and expressly disclaims, that it has (i) reviewed or reached any conclusions as to the applicability of any WHO, CDC, FDA, or federal, state, county, or local laws or regulations regarding Covid-19 protocols and safety measures in connection with your use of the Site or Livin Services or (ii) determined what constitutes valid proof of vaccination or the definition of “fully vaccinated status”, or a negative Covid-19 test or otherwise confirmed that any Cook has either one.

    5. Cook's Pantry Permission. While Cooks will purchase many of the necessary ingredients specifically for a booked meal, Cooks may also use certain ingredients that the Cooks keep on hand already and independently of the booked meal. Customer hereby agrees to allow the Cook to use ingredients items from the Cook's own inventory, for example, the Cook may bring and use their own spices, vinegars, flour, condiments, etc. as part of providing a meal for Customer. Customer hereby accepts all risks associated with the Cook's use of the Cook's own ingredients and waives any and all liability and claims against the Cook and Livin in connection with the Cook's use of such ingredients.

    6. Assumption of Risk. While Livin takes certain steps to help promote the safety of our Site, connecting Cooks with Customers via an online platform like ours comes with certain inherent risks. As noted, we do not provide any training, supervision, or monitoring of Cooks, and we cannot guarantee that all of your interactions with Cooks will always be 100% safe and respectful. You also understand that Livin does not confirm or monitor any pre-screening of Cooks and/or their content, or otherwise validate the safety of the Site and Livin Services, Site visitors, their families, or others associated with them. You agree to assume all risks when using the Site and the Livin Services, including but not limited to injury, illness, death, and all other risks associated with any online or offline interactions with Cooks, other Customers, and users of the Site or the Livin Services.

      PLEASE NOTE THAT, AS STATED ABOVE, THE LIVIN SERVICES ARE INTENDED TO BE USED TO FACILITATE CUSTOMERS AND COOKS CONNECTING AND BOOKING APPOINTMENTS, AND YOU AGREE THAT LIVIN HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY APPOINTMENT MADE THROUGH THE LIVIN SERVICES OR TO ANY SERVICES PROVIDED BY COOKS OTHER THAN AS EXPRESSLY SET FORTH IN THE TERMS OF USE. LIVIN CANNOT AND DOES NOT CONTROL THE INFORMATION OR CONTENT CONTAINED IN ANY BOOKINGS (OTHER THAN THE ARRANGEMENT AND DISPLAY OF SUCH CONTENT) OR THE LEGALITY, SAFETY OR SUITABILITY OF ANY APPOINTMENTS. CUSTOMER HEREBY ACKNOWLEDGES THAT LIVIN DOES NOT SUPERVISE, DIRECT, CONTROL OR MONITOR THE MANNER IN WHICH A COOK SHOPS FOR FOOD INGREDIENTS OR CONDUCTS THE MEAL PREPARATION SERVICES AT YOUR HOME DURING THE MEAL SERVICE APPOINTMENT. LIVIN IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL MEAL SERVICE APPOINTMENTS. LIVIN, INCLUDING ITS AFFILIATES, EXPRESSLY DISCLAIMS ANY LIABILITY WHATSOEVER FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, FROM THE ABOVE, INCLUDING ANY PERSONAL INJURY (INCLUDING DEATH) ACTUALLY OR ALLEGEDLY CAUSED BY ANY FOOD ALLERGIES. ACCORDINGLY, ANY BOOKINGS AND MEAL SERVICE APPOINTMENTS AT YOUR HOME WILL BE ACCEPTED AT YOUR OWN RISK, AND YOU MUST SATISFY YOURSELF WITH EACH COOK'S CREDENTIALS & THEIR ADHERENCE TO HEALTH AND SAFETY PREREQUISITES, INCLUDING, BUT NOT LIMITED TO, COVID-19 REQUIREMENTS AND GUIDELINES. LIVIN IS NOT RESPONSIBLE TO PAY FOR ANY AND ALL DAMAGES CAUSED BY YOU OR ANY COOK THAT ARISE OUT OF OR RESULT FROM MEAL SERVICE APPOINTMENTS, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE AT YOUR HOME.

      By using this Site or the Livin Services, you hereby represent, understand, and expressly agree to release and hold Livin (and Livin's officers, directors, shareholders, employees, parents, subsidiaries, other affiliates, successors, assignees, agents, representatives, advertisers, marketing partners, licensors, ("Affiliates")) harmless from any claim or controversy that may arise out of:

      1. the actions or inactions of, or the interaction (including any disputes) between you and any Cook or other user(s) of the Site online or offline or otherwise in connection with a Meal Service Appointment;
      2. any information, instruction, or advice referenced by any Cook in connection with a Booking Request or Meal Service Appointment; and
      3. the failure of you or a Cook to review the ingredients in the main menus to check for any allergies.

  4. Payment Terms

    1. Pricing/Taxes/Gratuity. Pricing for the meal preparation services and Livin Services shall be stated on the Site or provided via direct communication to you. All pricing includes ingredient costs and fees (“Meal Fee”). Upon acceptance of a Booking Request, the Meal Fee will be charged to your Payment Method referenced below in Section 4b., along with other payments required to be made by you pursuant to this Agreement (e.g., Cleaning Fee or Cancellation Fee, as applicable) and any tip or gratuity that you may decide to give to the Cook. All gratuity payments must be made through the Site. AT NO POINT DURING A MEAL SERVICE APPOINTMENT SHOULD ANY COMPENSATION BE EXCHANGED BETWEEN YOU AND A COOK.

    2. Payment Process & Method. All payments for the meal preparation services and the Livin Services must be made through the Site. NO PAYMENTS MAY BE MADE DIRECTLY TO THE COOK. Full payment for the meal preparation services and the Livin Services must be made prior to the time of booking. In order to use the Site, you must provide information for at least one valid debit or credit card or ACH (“Payment Method”). You acknowledge and agree that Livin may use certain third-party vendors and service providers to process payments, manage and store your credit and/or debit card information, as well as to detect and prevent fraud. Livin may link your Payment Method to your Account. However, Livin does not store your Payment Method information; instead, it is stored by our third-party payment processors (as further described in our Privacy Policy). By providing your Payment Method, you indicate that: (i) you are legally authorized to provide such information to us; and (ii) you are legally authorized to make payments from such debit and/or credit card accounts.

    3. Payment Authorization and Settlement. When you use the Site to secure a Meal Service Appointment, you are agreeing to pay, as applicable: (i) the Meal Fee, (ii) Cleaning Fee, if applicable; and (iii) Cancellation Fee, if applicable. If your credit card cannot be charged or the proper funds are not remitted for any reason, you understand and agree that we may take all available legal actions against you, including utilizing collection services. Except to the extent the law requires us to take on the following responsibilities, Livin is not responsible or liable for (i) any payments authorized through the Site using your Payment Method due to problems with your Payment Method, or (ii) any errors made by the third-party payment processor. Notwithstanding the foregoing, Livin will communicate with the third-party payment processor to require it to correct any errors made by the third-party processor, even if payment has already been requested or charged to your Payment Method. You understand and agree that the processing of payments will be subject to the terms, conditions and privacy policies of the third-party payment processors, in addition to applicable terms of this Agreement. The terms of your payment will also be based on your Payment Method and may be affected and determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method.

    4. Limitations. Livin is an independent contractor for all purposes and is not your agent. Livin is not liable for any payments through the Site that are not completed because: (i) your debit or credit card does not contain sufficient funds to complete the transaction or the transaction would exceed the credit limit or overdraft protection of your debit or credit card account; (ii) you have not provided us with correct credit or debit card information; (iii) your debit or credit card has expired; or (iv) of circumstances beyond our control that prevent the execution of the transaction.

    5. Promotions and Credit. Livin may create promotional codes that may be redeemed for Account credit or other features or benefits related to our Site, or the Livin Services, subject to terms that Livin establishes, including without limitation, on a per promotional code basis (“Promo Codes”). You agree that Promo Codes: (i) will be used for the intended purpose and in a lawful manner; (ii) may not be duplicated, sold or transferred, unless expressly permitted by us; (iii) may be disabled by us at any time or expire; and (iv) are not valid for cash. We may suspend your Account or withhold or deduct credits if we determine that the use or redemption of a Promo Code was illegal or violated the terms of this Section 4e.

  5. Livin Referral Program

    1. About the Referral Program. The terms and conditions of this Section 5 are referred to herein as the “Referral Program Terms and Conditions”. Livin may provide you with the opportunity to invite your friends, colleagues, and family members (each, an “Invitee”) to create a new Livin Account and in the process potentially earn Referral Credits (defined below) (the “Referral Program”). Participation in the Referral Program is completely voluntary. Livin may, from time to time, provide you with the opportunity to earn referral credits (“Referral Credits”) when you refer an eligible Invitee to Livin and that Invitee signs up for a Livin Account and pays for Meal Fees.

    2. Eligibility. To participate in the Referral Program as a referrer (this is the person that provides an Invitee with the referrer's individual referral code, which is available through the referrer's Account (“Referral Code”)) or to earn any Referral Credits, you must have and maintain an active Livin Account and be in good standing, be over 18 years old, and be a legal resident of the United States. Livin reserves the right to terminate and disqualify you at any time from participating in the Referral Program if you don't comply with the terms of this Agreement.

    3. Referral Codes. You can find your unique Referral Code in your Account. Provide your Invitees with your Referral Code so they can enter it when they sign up for their own Account.

    4. Referral Credits. Referral Credits you earn can only be used towards Meal Fees for your future eligible orders of meal preparation Livin Services (“Meal Services”). You may only receive Referral Credits if your Invitee uses your Referral Code while signing up for a Livin Account, is a new Livin Customer (who has not previously signed up for a Livin Account), is over the age of 18, resides in a zip code within Livin's active service area, orders Meal Services, and pays Meal Fees. We will notify you in your Livin Account if you have earned any Referral Credits. The amount of Referral Credits that you may receive and the time period in which you may earn Referral Credits are subject to limitations. Your Livin Account will set forth the Referral Credits you will earn for each of your Invitees that order Meal Services and pay for Meal Feels. You are eligible to receive Referral Credits for the first 3 months following each of your Invitees successfully signing up for a Livin Account and using your Referral Code during the Invitee's sign up process (“Referral Credit Window”). You are not eligible to receive Referral Credits from your Invitees' payments of Meal Fees if such payments occur after the expiration of the Referral Credit Window (i.e., 3 months after each Invitee signs up for a Livin Account and use your Referral Code during the sign up process). Ultimately, eligibility and approval for Referral Credits are determined at the sole discretion of Livin and are not guaranteed. Referral Credits are not valid for cash or cash equivalent, for purchase of Livin items, gift cards, or previously paid Meal Fees or other Livin Account payments. No exchange of value for your Referral Code or any Referral Credit (whether cash, product, or barter) is allowed, and Referral Credits cannot be transferred to other people or Livin Accounts and may expire. Referral Credits cannot be combined with any other offer. It may take up to 2 billing periods for Referral Credits to post to your Livin Account after your Invitee pays its Meal Fees. Referral Credits expire upon the cancellation or termination of your Livin Account regardless of any active Referral Credit Windows at the time of cancellation or termination.

    5. Referral Credits for Fundraisers. Livin may, from time to time, provide you with the opportunity to earn Referral Credits as a means to contribute to certain fund raising opportunities for charitable or other philanthropic causes (“Fundraisers”). Livin reserves the right to review, deny, or approve any such fund raising opportunities in its sole discretion. You must notify Livin of your desire to earn Referral Credits for any Fundraisers. Once Livin has approved you to earn Referral Credits for a Fundraiser (that Livin has also approved), the Referral Credits you earn will take the form of a cash donation made by Livin to the Fundraiser identified in your Account. Livin will make such cash donations to the Fundraiser from time to time. If you earn Referral Credits for a Fundraiser, you will not receive any Referral Credits to use for any of your own Meal Services. If you have Referral Credits you have already earned to use for Meal Services, you cannot exchange or transfer those Referral Credits to contribute to any Fundraisers under any circumstances. Section 5d above applies to Referral Credits earned under this Section 5e, including without limitation, the Referral Credit Window limitation and the fact that you may not exchange any Referral Credits you earn under this Section 5e for any cash payments directly or indirectly to you. However, to the extent the terms of this Section 5e directly conflict with the terms of Section 5d, the terms of this Section 5e will control.

    6. Restrictions. In addition to the other restrictions you agree to in this Agreement, you agree that the following activities are expressly prohibited and engaging in any of these will be grounds for immediate termination and disqualification from the Referral Program, and may lead to the forfeiture of accrued, but not yet used, Referral Credits: (i) Spam, bulk distribution of, distribution to strangers, or any other promotion of your Referral Code that would constitute or appear to constitute unsolicited commercial e-mail or spam under any applicable law or regulation; (ii) Fraud, attempted fraud, or abuse of the Referral Program; (iii) Selling, trading, bartering, or providing anything of value to your Invitee beyond the Referral Code, or otherwise using your Referral Code or Referral Credits for promotional purposes; and (iv) Creating multiple Livin Accounts.

    7. Additional Terms. Livin reserves the right at any time to modify, waive, or discontinue the Referral Program and/or these Referral Program Terms and Conditions, either temporarily or permanently (or any part thereof), at any time in its sole discretion. If Livin modifies or discontinues the Referral Program and/or these Referral Program Terms and Conditions, we will notify you via email or by posting a notice on the Site. Continued participation in the Referral Program after any update will mean that you have agreed to the update. Livin will not be liable to you in the event of any modification, suspension, or discontinuance of the Referral Program.

    8. No Employment. You acknowledge and agree that neither these Referral Program Terms and Conditions nor your participation in the Referral Program create a partnership, joint venture, or any type of employment or agency relationship between you and Livin. You warrant that you will not represent yourself to any person or entity that you are an employee of Livin. You have no authority (and shall not hold yourself out as having authority) to bind Livin and you shall not make any agreements or representations on our behalf without our prior written consent in each instance. Without limiting the above, you will not be eligible to participate in any vacation, group medical or life insurance, disability, profit sharing or retirement benefits, or any other fringe benefits or benefit plans offered by Livin to its employees, and we will not be responsible for withholding or paying any income, payroll, Social Security or other federal, state, or local taxes, making any insurance contributions, including unemployment or disability, or obtaining worker's compensation insurance on your behalf. You are responsible for, and will indemnify Livin and its affiliates, licensors and service providers (and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns) against, all such taxes or contributions, including penalties and interest. You are solely responsible for all costs or expenses that you may incur in participating in the Referral Program.

  6. Privacy and Security

    1. Information We Collect. We collect three basic types of information and data: personal information (e.g., email, name, address, and credit card information), non-personal information, and data regarding your usage of the Site.

    2. Our Commitment. We care about the privacy of our users. You understand that by using the Site and the Livin Services you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in our Privacy Policy, and to have your personally identifiable information collected, used, transferred to and processed in the United States. We will only share your personal information with third parties for the purpose of providing the Livin Services. We care about the integrity and security of your personal information, however, you understand and agree that we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk and as further described in our Privacy Policy. Non-personal information and data regarding food preferences may be shared with Livin's third party partners.

    3. Your Receipt of Personal Information. You may receive personal information about Cooks limited only to their names. Any such personal information you receive may only be used for the specific purpose it was provided to you in connection with the Site and the Livin Services. The Site may feature in-app messaging functionality to allow Cooks and Customers to communicate without using their personal information. Cooks may not contact Customers and Customers may not contact Cooks for any purpose other than asking a question, providing information, resolving disputes between Cooks and Customers, or making arrangements related to a Meal Service Appointment through the in-app messaging functionality on the Site. YOU SHOULD NEVER TAKE/USE ANY PERSONAL/CONTACT INFORMATION FROM ANY COOK, WHETHER OR NOT THE COOK REQUESTS THAT YOU DO SO AND WHETHER OR NOT YOU ARE SPEAKING TO A COOK AT YOUR HOME WHERE MEAL PREPARATION SERVICES ARE BEING PROVIDED, UNLESS YOU ARE USING THE INFORMATION FOR THE SOLE PURPOSE OF CONNECTING TO RESOLVE A DISPUTE BETWEEN YOU AND THE COOK. You agree that you (a) will use the Site as the sole manner to communicate with the Cook(s); (b) will not provide your direct contact information to any Cook or another person that you identified or were identified by through the Site unless it is for the sole purpose of resolving a dispute between you and the Cook; (c) will not use contact information of a Cook to attempt to or to communicate with, solicit, contact, or find the contact information of another person outside of the Site; (d) will not ask for, provide, or attempt to identify through public means the contact information of a Cook; and (e) will not include your direct contact information or means by which your contact information could be discovered in any profile, Booking Request, or communication through the Site's communications services.

  7. SMS and Text Messages from Livin By providing us with your mobile phone number when you sign up for the Site and create an Account, you are expressly opting-in to receive SMS and text messages from us relating to the Site. For example, we may send you SMS or text messages about your Account and your scheduled upcoming Meal Service Appointments. You acknowledge that messaging and data rates may apply depending on your mobile phone service provider and that you are solely responsible for paying for any such SMS text messaging fees. You may opt-out of receiving SMS text messages at any time by emailing us at hello@chooselivin.com. However, by opting-out of receiving text messages, we may have to temporarily suspend your Account, during which time you will no longer be able to purchase or use Meal Service Appointments.

  8. Content

    1. Feedback. You may from time to time rate Cooks, or provide suggestions, comments or other feedback with respect to the Site, a Mobile App, or the Livin Services, including, without limitation, your ratings and reviews of any Cooks and their services, either directly to Livin or through the Site and Cooks may rate you as well (“Feedback”). By providing such Feedback, you grant Livin a non-exclusive, worldwide, royalty-free, fully paid up, irrevocable, transferable, sublicensable (at unlimited number of levels) license to use, reproduce, make available, perform and display, translate, modify, create derivative works from, distribute, and otherwise exploit any such Feedback through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created, in connection with the Livin Service, any Mobile App, and/or the Site. Where applicable and to the extent permitted under applicable law, you also agree to waive, and not to enforce, any "moral rights" or equivalent rights, such as your right to be identified as the author or creator of any Feedback, and your right to object to derogatory treatment of such Feedback. All Feedback is and shall be given entirely voluntarily. Feedback, even if designated as confidential by the party offering the Feedback, shall not be deemed to constitute confidential information or to impose any confidentiality or privacy obligations on Livin. We ask that you limit your Feedback to your firsthand experience (not what you heard from someone else) and all Feedback must be factually accurate. If appropriate, we request that you update your Feedback to reflect new experiences.

    2. Content. For the purposes of this Agreement, any content, including Your Information, photos, Feedback, or any other data or information that you upload through the Site shall be “Content.” By providing such Content, you grant Livin a non-exclusive, worldwide, royalty-free, fully paid up, irrevocable, transferable, sublicensable (at unlimited number of levels) license to use, reproduce, make available, perform and display, translate, modify, create derivative works from, distribute, and otherwise exploit any such Content through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created, in connection with the Livin Service, any Mobile App, and/or the Site. Where applicable and to the extent permitted under applicable law, you also agree to waive, and not to enforce, any "moral rights" or equivalent rights, such as your right to be identified as the author or creator of any Content and your right to object to derogatory treatment of such Content. Livin reserves the right to remove any Content that we feel, in our sole discretion, violates this Agreement or Livin's guidelines. We shall be free to use, disclose, reproduce, license or otherwise distribute and exploit any Content entirely without obligation or restriction of any kind on account of intellectual property rights or otherwise.

    3. Content Restrictions. You will not post on the Site, transmit to Cooks, or communicate any Content (including links to content), or otherwise engage in any activity on the Site or through the Livin Services, that:

      1. contains photographs or images of another person, unless you are that person's parent or legal guardian;
      2. contains others' copyrighted content unless you have written permission from the copyright owner;
      3. contains or discloses another person's personal information without his or her written permission, or collects or solicits another person's personal information for commercial or unlawful purposes;
      4. implies that the Content is in any way endorsed or sponsored by Livin;
      5. is implicitly or explicitly offensive, such as Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred or physical harm of any kind;
      6. is intended to harass, annoy, threaten or intimidate any other users of the Site;
      7. is false, misleading, defamatory, inaccurate, abusive, obscene, profane, sexually oriented, or otherwise objectionable;
      8. violates or infringes the rights of Livin or any third party, including without limitation, privacy, publicity, intellectual property, or other proprietary rights; or
      9. promotes or enables illegal or unlawful activities, such as instructions on how to make or buy illegal weapons or drugs, violate someone's privacy, or provide or create computer viruses.

    4. DMCA Notice and Takedown.We respect the intellectual property of others, and we ask you do the same. It's our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the Accounts of users of the Site who may infringe or repeatedly infringe the copyrights or other intellectual property rights of Livin and/or others. If you are a copyright owner or an agent thereof and believe any content on the Site infringes your copyrights, you may submit a notification of claimed infringement under the Digital Millennium Copyright Act (“DMCA”) by providing notice to our Designated Copyright Agent (“Designated Copyright Agent”) containing the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of a copyright that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address; (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Livin's Designated Copyright Agent to receive notifications of claimed infringement is: Cookonnect Inc. (d/b/a Livin), c/o ZenBusiness Inc., 611 South DuPont Highway, Suite 102, Dover, DE 19901. Please send only DMCA notices to our Designated Copyright Agent. You acknowledge that if you don't comply with all of the requirements of this Section, we may not be able to properly process or address your DMCA notice.

  9. Ownership.

    1. Our Intellectual Property Rights to the Site. The Site and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Livin, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. If you wish to make any use of material on our Site other than that set out in this section, please contact us at hello@chooselivin.com. This Agreement permits you to use the Site for your personal, non-commercial use only. We grant you a limited, non-exclusive, non-transferable license: (i) to view, download and print any content on the Site solely for your personal, non-commercial purposes; and (ii) to view any content on the Site to which you are permitted access solely for your personal, non-commercial purposes, and solely as permitted by the features of the Site. You have no right to sublicense the license rights granted in this section. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site or its content except as expressly permitted in this Agreement. If you breach the terms of this Section 9 we may, in our sole discretion, deactivate your Account or cease to allow you access to the Site. No right, title or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by Livin.

    2. Trademarks. Livin's name, logo and all related names, logos, product and service names, designs and slogans are our trademarks or its marks and logos of our affiliates, or licensors. You may not use such marks without our prior written permission. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.

    3. Your Content. Other than the non-exclusive license granted to Livin with respect to Content (described above), Livin will not acquire an ownership interest in the Content you post.

  10. Linking to the Website. You may not link to our homepage without our prior, written consent. Please contact hello@chooselivin.com regarding linking to our Site. You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice. We may disable all or any links at any time without notice in our discretion.

  11. Links from the Website. If the Site contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use/service for such websites.

  12. Suspension and Termination. We may suspend or terminate your rights to access and/or use the Site, one or more Mobile Apps, and your receipt and/or use of the Services (including your Account) at any time as necessary for us to comply with applicable law, and/or if we believe, in our sole discretion, that your access to or use of the Site, any Mobile Apps, or the Services violates any portion of this Agreement or could potentially subject Livin or any of its personnel, affiliates, service providers, or owners to any liability whatsoever. In addition, we may suspend your access to and/or use of the Site, one or more Mobile Apps, and your receipt and/or use of the Services (including your Account) if we determine, in our sole discretion, that your Content does not meet Livin’s quality standards or if you fail to maintain the highest level of professionalism with Cooks (including, without limitation, receiving low ratings or poor reviews received from Cooks who served you). You agree that Livin will not be liable to you or to any third party for any modification or suspension of your Account or the Site, Mobile Apps, the Services, or any part thereof. We also reserve the right to limit the availability of the Services or the provision of the Site and/or Mobile Apps to any person, organization, geographic area, or jurisdiction, at any time and in our sole discretion. Our suspension rights under this Agreement may be temporary or permanent, as determined by us in our sole discretion, and we may effect a suspension with or without prior notice or warning to you.

    We may terminate your access to all or any part of the Site at any time, with or without cause, with or without notice to you, effective immediately, which may result in the forfeiture and destruction of all information associated with your Account. If your Account has been terminated by Livin, you may not re-register without Livin’s consent (and if you are permitted to re-register, your previous information and activity, including any fee credits, may no longer be available). If you wish to terminate your Account, you may do so by emailing us at hello@chooselivin.com. Any fees paid hereunder are non-refundable. Upon the termination of your Account, you will no longer have access to the portions of the Site that require Account registration. If your Account is terminated, Content you have posted or transmitted (e.g., Reviews or Feedback) may or may not (in our sole discretion) remain on the Site. If following the termination or cancellation of your Account, you continue to access and use other portions of the Site, your use will continue to be governed by these Terms of Use. All provisions of this Agreement, which by their nature should survive termination, shall survive termination, including, without limitation, Sections 2c (Livin Does Not Employ Any Cooks), 2e (Site Rules), 3d (COVID-19 & Other Safety Measures), 3f (Assumption of Risk & Insurance), 4 (Payment Terms), 6c (Your Receipt of Client Personal Information), 8 (Content), 9 (Ownership), 12 (Suspension and Termination), 13 (Disclaimer of Warranties), 14 (Limitation of Liability), 15 (Indemnification), 19 (Mobile Application Terms), 20 (Resolution of Disputes – Mandatory Arbitration and Class Action Waiver), 21 (Equitable Relief), and 22 (General Clauses).

    Livin's suspension or termination of your Account or ability to access or use the Site, Mobile Apps, or Services, shall not limit or waive any other remedies available to Livin under the terms of this Agreement or otherwise available to Livin at law or in equity.

  13. Disclaimer of Warranties. You understand that we cannot and do not guarantee or warrant that the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Site for any reconstruction of any lost data. LIVIN WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR ON ANY WEBSITE LINKED TO IT.

    THE SITE, ITS CONTENT, AND ANY SERVICES AND FOOD INGREDIENTS OBTAINED BY THE COOKS IN CONNECTION WITH THE SITE ARE USED AT YOUR OWN RISK AND ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER LIVIN NOR ANY PERSON ASSOCIATED WITH US MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY OF SOURCED FOOD INGREDIENTS OR SERVICES, ACCURACY OR AVAILABILITY OF THE SITE OR THAT ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

  14. Limitation on Liability. LIVIN WILL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE (INCLUDING PROPERTY DAMAGE AT YOUR HOME) OR PERSONAL INJURY, INCLUDING DEATH, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SITE, THE LIVIN SERVICES, SERVICES OF THE COOKS, BEHAVIOR OF THE COOKS OFFLINE AND ONLINE, ANY OCCURRENCE AT A MEAL SERVICE APPOINTMENT, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR THE QUALITY OR CONDITION OF THE FOOD INGREDIENTS THAT WILL BE PROCURED BY THE COOKS AT VARIOUS GROCERY RETAILERS. WITH RESPECT TO SUCH FOOD INGREDIENTS, YOU SHOULD LOOK TO THE GROCERY RETAILER AND/OR TO THE MANUFACTURER OF THE FOOD INGREDIENTS TO RESOLVE ANY PRODUCT/FOOD LIABILITY CLAIMS.

    EXCEPT TO THE EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY, THE MAXIMUM LIABILITY OF LIVIN FOR DIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SERVICES OR ANY MOBILE APP OR OTHER SITE, WHETHER SUCH LIABILITY ARISES FROM A CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR ANY OTHER LEGAL THEORY, SHALL NOT UNDER ANY CIRCUMSTANCE EXCEED, IN THE AGGREGATE, THE AMOUNT OF THE MEAL FEE FOR ONE MEAL SERVICE APPOINTMENT WITH RESPECT TO WHICH THE CLAIM AROSE. LIVIN SHALL ALSO NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHETHER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE LIVIN SERVICES, THE SERVICES OF THE COOKS, BEHAVIOR OF THE COOKS, ANY OCCURRENCE AT A MEAL SERVICE APPOINTMENT, ANY MOBILE APP OR OTHER SITE OR OTHERWISE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF LIVIN HAS BEEN ADVISED OF SUCH DAMAGES (OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE) AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY OF THIS AGREEMENT.

  15. Indemnification. You agree to defend, indemnify and hold Livin and its affiliates, licensors and service providers (and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns) and the Cooks harmless, from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to (i) your violation of this Agreement or your violation of any rights of a third party, (ii) your use or misuse of, or inability to use, the Site or Livin Services, (iii) any Content that you submit, post or transmit through the Site, (iv) your interactions with or conduct towards any Cooks, including any claims or disputes with any Cooks, or other users of the Site, (v) your violation of any applicable law, rules or regulations, and (vi) the failure of any of your representations made under this Agreement to be accurate. Your obligations to indemnify the Cooks as referenced in this Section 15 shall not apply to the extent of the negligent action or inaction of the Cook(s).

  16. Export Law Compliance. Use of the Site may be subject to laws of the United States and other countries. You agree to comply with all applicable export and import laws and regulations in connection with your use of the Site.

  17. Auxiliary Services. Use of the Site requires Internet access through your computer or mobile device. You are responsible for all mobile carrier charges resulting from your use of the Site, including from any notifications provided by Livin in connection with your use of the Site and purchase and use of Appointments. We do not guarantee that the Site will be compatible with all devices or will be supported by all mobile carriers. OUR SITE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS; WE ARE NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

  18. Beta Features. From time to time, we may offer new “beta” features or tools with which Customers or Cooks may experiment with on the Site. Such features or tools are offered solely for experimental purposes and may be modified or discontinued at Livin’s sole discretion. The provisions in Section 13 regarding Disclaimer of Warranty apply to such features or tools.

  19. Mobile Application Terms.

    Apple App Store

    In the case where we make the Services available through a Site consisting of a Mobile App that is made available for you to download through the Apple App Store (an “ioS App”), the following terms will apply in addition to all other terms contained in the Agreement:

    1. Subject to your compliance with the Terms of Use, Livin grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the Livin mobile application on a single mobile device or computer that you own or control and to run such copy of the application solely for your own personal or internal business purposes. Furthermore, with respect to any application accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (a) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (b) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. Notwithstanding the first sentence in this section, with respect to any application accessed through or downloaded from the Google Play store (a “Google Play Sourced Application”), you may have additional license rights with respect to use of the application on a shared basis within your designated family group.

    2. You acknowledge and agree that the availability of the Livin mobile application and the Services is dependent on the third party from whom you received the application license, e.g., the Apple App Store or Google Play (each, an “App Store”). You acknowledge that the Term of Use are between you and Livin and not with the App Store. Livin, not the App Store, is solely responsible for the Livin mobile application, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use the Livin mobile application, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the application. You agree to comply with, and your license to use the Livin mobile application is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using the application. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the Terms of Use and will have the right to enforce it.

    3. The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:

      1. You acknowledge and agree that (i) the Terms of Use is concluded between you and Livin only, and not Apple, and (ii) Livin, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the App Store Terms of Service.

      2. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.

      3. In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between Livin and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Livin.

      4. You and Livin acknowledge that, as between Livin and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

      5. You and Livin acknowledge that, in the event of any third-party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party’s intellectual property rights, as between Livin and Apple, Livin, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by the Terms of Use.

      6. You and Livin acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of the Terms of Use as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of the Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce the Terms of Use as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof.

      7. Without limiting any other terms of the Terms of Use, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Application.

    Google Play Sourced App

    The following applies to any Google Play Sourced Application accessed through or downloaded from Google Play:

    1. You acknowledge and agree that (i) the Terms of Use are concluded between you and Livin only, and not Google, Inc. (“Google”), and (ii) Livin, not Google, is solely responsible for the Google Play Sourced Application and content thereof. Your use of the Google Play Sourced Application must comply with the Google Play Agreement of Service.

    2. Google is only a provider of Google Play where you obtained the Google Play Sourced Application.

    3. Livin, and not Google, is solely responsible for its Google Play Sourced Application;

    4. Google has no obligation or liability to you with respect to Livin’s Google Play Sourced Application or these Terms of Use; and

    5. You acknowledge and agree that Google is a third-party beneficiary to these Terms of Use as it relates to Livin’s Google Play Sourced Application.

  20. Resolution of Disputes – Mandatory Arbitration and Class Action Waiver

    We offer the following process to help you resolve a complaint or Dispute (as defined below) that you may have with Livin or the use of the Site. Please read this section carefully. You can reach us at hello@chooselivin.com so that we can help you resolve most of your concerns. If we are unable to informally resolve your complaint or Dispute, you agree to take the following steps to resolve any Dispute you may have with us.

    Step 1. Notice of Dispute

    You must first try to resolve any complaint or Dispute with us through our Notice of Dispute process. You begin by submitting a “Notice of Dispute” with any supporting documents or other information by U.S. Mail to:

    Cookonnect Inc. (d/b/a Livin)
    ATTN: Notice of Dispute
    c/o Registered Agent- ZenBusiness Inc.
    611 South DuPont Highway, Suite 102
    Dover, DE 19901

    A “Notice of Dispute” is a written form in which you provide your name, address, contact information, email address, the facts regarding your Dispute, and the relief you are requesting from us. Once we receive your Notice of Dispute, you and we will attempt to resolve any Dispute through informal negotiation within forty-five (45) days from the date the Notice of Dispute is received by us. If an agreement cannot be reached within forty-five (45) days of receipt of the Notice of Dispute, you or we may initiate an arbitration proceeding or small claims action as described below.

    You agree that the term “Dispute” in these Terms of Use will have the broadest meaning possible. It applies to any dispute, action, or other controversy between you and us relating to the Website, the Services, the Terms of Use (or any breach thereof) – whether in contract, warranty, tort, laws or regulation. The term also applies to any dispute over the validity, enforceability, or scope of this arbitration provision.

    Step 2: Arbitration

    If your Dispute is not resolved to your satisfaction within 45 days from when we received your Notice of Dispute, you and we agree to arbitrate all Disputes between us. As we explain below, you and we may also have the right to bring an individual action before a Small Claims Court for certain claims. You agree that arbitration or a small claims action will be your sole and exclusive remedy to resolve any dispute with us. The Federal Arbitration Act applies to this Agreement.

    By agreeing to arbitrate, you are giving up the right to litigate (or participate in as a party or class member) any and all Disputes in a court before a judge or jury (except Small Claims Court). Instead, a neutral arbitrator will resolve all Disputes.

    To read more about arbitration, visit www.adr.org. The American Arbitration Association (“AAA”) will conduct any arbitration under its Consumer Arbitration Rules in effect at that time. You can review the Consumer Arbitration Rules here: AAA Rules, Forms & Fees | ADR.org. You may begin an arbitration with us by completing a Demand for Arbitration form, available by clicking here: Commercial_Demand_for_Arbitration.pdf (adr.org). The completed form(s) should be returned directly to the AAA. The AAA will assign someone to manage your case. You will be contacted with instructions for continuing the arbitration process. Be sure to keep a copy of everything you send to the administrator of your arbitration or us. If, for any reason, the AAA is unavailable, the parties shall mutually select another arbitration forum which will be governed by the AAA Consumer Arbitration Rules. The AAA rules will determine whether the arbitration will take place through written submissions by you and us, by telephone, or in person.

    Class Action Waiver

    YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

    Any proceedings to resolve or litigate any Dispute in any forum will be conducted solely on an individual basis. Class arbitrations, class actions, private attorney general actions, consolidation of your Dispute with other arbitrations, or any other proceeding in which either party acts or proposes to act in a representative capacity or as a private attorney general are not permitted and are waived by you, and an arbitrator will have no jurisdiction to hear such claims. If a court or arbitrator finds that the class action waiver in this section is unenforceable as to all or some parts of a Dispute, then the class action waiver will not apply to those parts. Instead, those parts will be severed and proceed in a court of law, with the remaining parts proceeding in arbitration. If any other provision of this Dispute resolution section is found to be illegal or unenforceable, that provision will be severed with the remainder of this section remaining in full force and effect.

    Costs

    If you initiate an arbitration with the AAA, we will promptly reimburse you for any standard filing fee you may have been required to pay by the AAA, once you have notified us in writing and provided a copy of the arbitration demand. However, if we are the prevailing party in the arbitration, we will be entitled to seek and recover our attorneys’ fees and costs, subject to the arbitrator’s determination and applicable law.

    Choice of Law and Forum Selection

    You agree that the laws of the State of Delaware govern this Agreement and any claim or Dispute or issues arising from it, without regard to Delaware’s conflict of laws rules.

    Unless you and we agree otherwise, in the event that the Agreement to arbitrate above is found not to apply to you or to a particular claim or Dispute as a result of a decision by the arbitrator or a court order, you agree that any Disputes or claims that you may have against us reside in and will be resolved by a state or federal court in the State of Georgia and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

  21. Equitable Relief. You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and/or confidential and proprietary information by you, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce the Agreement. We may, without waiving any other remedies under the Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above.

  22. General Clauses.

    1. Governing Law. Use of the Site and any claim relating to Livin shall be governed by the laws of the State of Delaware and litigated in the State of Georgia without giving effect to any choice or conflict of law provision or rule. Any disputes, actions, claims or causes of action arising out of or in connection with the Terms of Use or the Site shall be subject to the exclusive jurisdiction of the state and federal courts located in Georgia. The choice of law of and exclusive venue apply to you regardless of where you are accessing the Site from.

    2. Assignments. You may not assign, delegate or transfer this Agreement or your rights or obligations hereunder without written consent from us. Any purported assignment in violation of this section shall be void. Livin reserves the right to use third-party providers in the provision of the Livin Services. We may transfer, assign, or delegate this Agreement and any of our rights and obligations without your consent.

    3. Headings. The section and paragraph headings in this Agreement are for convenience only and shall not affect their interpretation.

    4. Waiver. No waiver by either party of any term or condition set forth in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of a party to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.

    5. Severability. If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Agreement will continue in full force and effect.

    6. Notice. We may give you notice by means of a general notice on or through the Site, electronic mail to your email address on record for your Account, or by written communication sent by first class mail or pre-paid post to your address on record for your Account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). You may give notice to Livin (such notice shall be deemed given when received by Livin) at any time by sending a letter, delivered by nationally recognized overnight delivery service or first class postage prepaid mail, to Livin at the following address: Cookonnect Inc. (d/b/a Livin), c/o Registered Agent-ZenBusiness Inc., 611 South DuPont Highway, Suite 102, Dover, DE 19901.

    7. Complete Agreement. This Agreement represents the parties’ entire understanding relating to the use of the Site and supersedes any prior or contemporaneous, conflicting or additional, communications. Livin reserves the right to change the Terms of Use or policies relating to the Livin Services at any time and from time to time, and such changes will be effective upon being posted herein. You should visit this page from time to time to review the then-current Terms of Use because they are binding on you. Certain provisions of the Terms of Use may be superseded by expressly designated legal notices or terms located on particular pages of the Site, which may be posted from time to time. Your continued use of the Livin Services after any such changes and/or postings shall constitute your consent to such changes. If any provision of the Terms of Use is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect.