OddlyGood

Terms of use

EFFECTIVE DATE: August 7th, 2020

TERMS OF USE OF ODDLYGOOD.COM/US/

Before accessing and using www.oddlygood.com/us/ (the “Site”), please read these terms of use (the “Terms”) carefully because they constitute a legal agreement between Valio USA, Inc. (“Valio”, “we”, “us”) and you. BY USING THE SITE, YOU AGREE TO THESE TERMS AND AFFIRM THAT YOU ARE ABLE AND LEGALLY COMPETENT TO DO SO. IF YOU DO NOT AGREE TO ANY PART OF THESE TERMS, PLEASE DO NOT USE THE SITE.

IMPORTANT NOTE: THESE TERMS CONTAIN PROVISIONS THAT LIMIT OUR LIABILITY TO YOU AND REQUIRE YOU TO RESOLVE ANY DISPUTE WITH US THROUGH FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS. ARBITRATION ON AN INDIVIDUAL BASIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, IF ANY, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED OR REPRESENTATIVE CAPACITY. Please see “DISCLAIMER OF WARRANTIES & LIMITATIONS OF LIABILITY” below for more information.

1. Changes to Terms

The Effective Date of these Terms is set forth at the top of this webpage. We reserve the right to change these Terms from time to time. We will notify you of any material change by posting notice on this webpage. We do not make changes that have retroactive effect unless we are legally required to do so.

Your continued use of the Site after the Effective Date constitutes your acceptance of the amended Terms. The amended Terms supersede all previous versions of the Terms. For this reason, we encourage you to review these Terms any time you access or use the Site.

2. Eligibility

You represent and warrant that you are at least 16 years of age. If you are under age 16, you may not, under any circumstances or for any reason, use this Site. Valio may, in our sole discretion, terminate your access to the Site or change our eligibility criteria at any time.

3. Additional Terms

Certain services offered by or through the Site, such as sweepstakes, offers, contests and other services, if any, may be governed by additional terms and conditions presented in connection with them. You must agree to the additional terms before using such services. These Terms and any additional terms will apply equally. If any additional term is irrevocably inconsistent with any provision of these Terms, the additional term will prevail.

4. Use Restrictions

Valio retains full and complete title to all information and materials provided on or through or submitted to the Site, including any artwork, graphics, text, images, video and audio clips, trademarks, logos and other content (collectively, "Valio Content").

Subject to your acceptance of these Terms (as well as any additional terms and conditions related to specific Valio Content), then you may download, print and/or copy Valio Content solely for your own personal, non-commercial use.

  • Unless Valio provides you with written authorization to do so, you may not:
  • Incorporate any Valio Content into any other work (such as your own website) or use Valio Content in any public or commercial manner;
  • Copy, modify, reproduce, adapt, reverse engineer, distribute, frame, republish, upload, display, post, transmit, transfer, license or sell Valio Content in any form or by any means; or
  • Change any of the notices about copyright, trademarks or other intellectual property rights that may be part of the Valio Content.

The trademarks, trade names service marks, and logos of Valio (the “Valio Trademarks”) used and displayed on or otherwise used in connection with the Site are registered and unregistered trademarks or service marks of Valio. Nothing on the Site or in these Terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Valio Trademark displayed on or otherwise used in connection with the Site without Valio’s prior written consent specific for each such use.

While using the Site, you will not:

  • Create a false identity or impersonate any person, including falsely indicating that you are a Valio official or representative;
  • Transmit to or though the Site any advertisement, solicitation, junk mail or other unsolicited or unauthorized commercial or promotional content (unless expressly permitted in writing by Valio);
  • Disrupt or attempt to disrupt the proper working of the Site (e.g., by hacking into Valio’ servers);
  • Restrict or inhibit any other person from using the Site;
  • Use any spambot, bot net or other bot, scraper or other automated means to access the Site or transmit any virus, worm, Trojan or other malware to or though the Site;
  • Modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble any portion of any of the Site;
  • "Frame" or "mirror" any part of the Site unless you have Valio’ prior written authorization;
  • Post or transmit any material or engage in any other behavior or activity that is false, misleading, unlawful, offensive, disruptive, harmful or otherwise objectionable (as determined by Valio); or
  • Assist any person in engaging in any of the activities described above.

If you post, upload and/or submit any Submitted Content (as defined below) on the Site, you will not: (i) harass, defame, intimidate or threaten another user of the Site; (ii) interfere with the rights to privacy of any another user of the Site; (iii) distribute chain letters, surveys or contests; (iv) post any material that is defamatory (i.e., disparaging to the reputation of an individual or business); (iv) post any material that is obscene or indecent; (v) post any trademarks, logos or copyrighted material without the authorization of the owner thereof; and/or (vi) advertise or sell any goods or services.

5. Submitted Content

Valio may from time to time offer features where you can post or otherwise submit information, photos, graphics, creative suggestions, ideas, notes, concepts, information, ratings or other materials on or to the Site (collectively, "Submitted Content"). By sending, posting or transmitting Submitted Content to Valio (and/or our designees) or any area of the Site, you grant Valio and our designees a worldwide, non-exclusive, sub-licensable (through multiple tiers), transferable, royalty-free, perpetual, irrevocable right to use, reproduce, sublicense (through multiple tiers), distribute, create derivative works of, perform and import Submitted Content in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, without compensation to you (the “License”). In other words, Valio has the automatic right to use Submitted Content -- including reproducing, disclosing, publishing or broadcasting Submitted Content -- anywhere, anytime, in any medium and for any purpose. Under no circumstances are you entitled to payment if Valio uses Submitted Content. All Submitted Content is deemed non-confidential and non-proprietary.

You are responsible for the Submitted Content. By posting Submitted Content, you represent and warrant that:

  • You own all right, title and interest in and to such Submitted Content, including without limitation all copyrights and rights of publicity contained therein; and
  • That Submitted Content (i) does not contain any material that is pornographic, lewd, obscene, defamatory, profane, offensive, misleading, or otherwise inappropriate as determined by Valio in our sole discretion, (ii) does not violate any intellectual property rights of any third party, including, without limitation, third party copyrights, trademark rights or rights of publicity, (iii) does not otherwise violate applicable laws, rules and regulations and (iv) does not otherwise contain any inaccurate or untruthful information.

You acknowledge and agree that Valio has the right (but not the obligation) to alter, remove or refuse to post or allow to be posted any Submitted Content. Valio takes no responsibility and assumes no liability for any Submitted Content posted by you or any third party.

Valio strongly encourages you not to disclose any personal information in connection with Submitted Content because other people can see and use the personal information in such Submitted Content. Valio is not responsible for information that you choose to communicate via Submitted Content.

You hereby represent and warrant that you have all rights necessary to grant the License and all rights and permissions associated thereto to Valio. IF YOU DO NOT WISH TO OR CANNOT LEGALLY GRANT SUCH RIGHTS AND PERMISSIONS TO VALIO YOU MAY NOT UPLOAD OR POST ANY SUBMITTED CONTENT ON THE SITE.

For clarity, the foregoing License does not affect your other ownership or license rights in the Submitted Content, including the right to grant additional licenses to your Submitted Content, unless otherwise agreed in writing.

6. Personal Information

Please make sure that you carefully read our Privacy Policy to learn about personal information that Valio collects on the Site and how we process it. Without limiting the terms of our Privacy Policy, you understand that Valio does not and cannot guarantee that your use of the Site and/or the information provided by you through the Site will be private or secure. You are responsible for using the precautions and security measures best suited for your situation and intended use of the Site. Valio reserves the right at all times to disclose any information as Valio deems necessary to satisfy any applicable law, regulation, legal process or governmental request.

7. Warranty Disclaimer & Limitation of Liability

EXCEPT AS EXPRESSLY PROVIDED ABOVE, THE SITE IS PROVIDED "AS IS" AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. Valio specifically disclaims all warranties and conditions of any kind, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title, non-infringement, freedom from defects, uninterrupted use and all warranties implied from any course of dealing or usage of trade. Valio does not warrant that (a) the Site will meet your requirements, (b) operation of the Site will be uninterrupted or virus- or error-free or (c) errors will be corrected. Any oral or written advice provided by Valio or its authorized agents does not and will not create any warranty. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES WHICH MEANS THAT SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

YOUR USE OF THE SITE IS AT YOUR OWN RISK.

YOU AGREE THAT IN NO EVENT WILL VALIO BE LIABLE (Y) FOR DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS OR BUSINESS INTERRUPTION), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER ARISING IN ANY WAY IN CONNECTION WITH THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), EVEN IF VALIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE VALIO SERVICES.

IF ANY PORTION OF THIS LIMITATION IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN VALIO’S TOTAL LIABILITY WILL BE ONE HUNDRED DOLLARS (US $100).

8. Indemnification

TO THE MAXIMUM EXTENT POSSIBLE UNDER APPLICABLE LAW, YOU AGREE TO INDEMNIFY AND HOLD HARMLESS VALIO FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, THREATS, SUITS OR PROCEEDINGS AND PAY ALL RESULTING LOSSES, LIABILITIES, DAMAGES, COSTS OR EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND EXPENSES) ARISING OUT OF, RESULTING FROM, OR RELATED TO YOUR BREACH OF THESE TERMS AND/OR YOUR ACCESS TO, USE, OR MISUSE OF THE SITE. Valio reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Valio’s defense of such matter.

9. Arbitration Clause and Class Action Waiver

IMPORTANT- Please Review As This Affects Your Legal Rights.

YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND VALIO (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH VALIO, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS, YOUR USE OF THE SITE, THE VALIO CONTENT, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION'S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES AND YOU AND WE HEREBY EXPRESSLY WAIVE TRIAL BY JURY. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. Neither you nor Valio will participate in a class action or class-wide arbitration for any claims covered by this agreement to arbitrate. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST VALIO INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person's account, if Valio is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state, provincial or other law concerning arbitration. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either you or Valio can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.

If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration section will be null and void. This arbitration agreement will survive the termination of your relationship with Valio.

10. Termination

Valio reserves the right, in our sole discretion, to restrict, suspend, or terminate these Terms and your access to all or any part of the Site at any time and for any reason or no reason without prior notice or liability. Valio reserves the right to change, suspend, or discontinue all or any part of the Site or Valio Content at any time without prior notice or liability. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, the License, ownership provisions, warranty disclaimers, indemnity, limitations of liability, class action waivers and arbitration.

11. Governing law; Legal Jurisdiction

If you make any claim against Valio, you agree in advance that in the event you assert any such claim, it will be governed by the following rules:

These Terms are governed by and construed in accordance with the laws of the State of New Jersey, without respect to its conflict of laws provisions. Without waiving the foregoing arbitration clause, you expressly agree to submit to the exclusive personal jurisdiction of either the United States District Court for the District of New Jersey or the Superior Court of the State of New Jersey in Morris County (the “Agreed Forums”). To the extent that it may be relevant, you agree that your use of the Site and any transaction arising in connection with such use shall be deemed to have occurred in the State of New Jersey. If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be reformed only to the extent necessary to make it enforceable and the other terms of these Terms shall remain in full force and effect.

The statute of limitations applicable to any claim other than a claim for personal injuries shall be one (1) year, measured from the date you first visited the Site.

You waive any claim that the Agreed Forums are inconvenient for resolution of disputes and claims you may have and agree to forego any claim to transfer the venue for dispute resolution.

12. Miscellaneous

  • (a) These Terms contain the entire understanding by and between Valio and you with respect to the matters contained herein and there are no promises, covenants or undertakings other than those expressly set forth herein.
  • (b) These Terms (i) inure to the benefit of and will be binding upon Valio’ and you and your successors and assigns, respectively, and (ii) may be assigned by Valio but you may not assign them without the prior express written consent of Valio.
  • (c) If any provision of these Terms is or becomes unenforceable or invalid, the remaining provisions will continue with the same effect as if such unenforceable or invalid provision had not been inserted herein.
  • (d) If Valio fails or you fail to perform any term hereof and the other party does not enforce such term, the failure to enforce on any occasion will not constitute a waiver of any term and will not prevent enforcement on any other occasion.
  • (e) Nothing contained in these Terms will be deemed to constitute Valio or you as the agent or representative of the other or as joint venturers or partners.
  • (f) If Valio is or you are prevented from performing or unable to perform any obligation under these Terms due to any cause beyond the reasonable control of the party invoking this provision, the affected party's performance will be extended for the period of delay or inability to perform due to such occurrence.
  • (g) The headings and captions contained herein are for convenience only.
  • (h) These Terms and all related documentation will be drafted in English. While certain text in these Terms may be made available in languages other than English (whether translated by a person or solely by computer software), the English language version controls.