Terms and Conditions of Use
Last Modified: November 28, 2016
Welcome to Clif Bar! Clif Bar & Company and its affiliates (“Clif Bar”) urge you to carefully review these Terms and Conditions of Use ("Terms") as they contain the legal terms and conditions that govern your use of and access to the websites and online services that Clif Bar operates which include Clifbar.com, our other websites and any mobile sites, applications, widgets, and other interactive features; services that we may offer such as rewards programs, surveys, polls, contests, sweepstakes; our official social media pages that we control; subscribers to our mailing lists; and any email, text or other electronic communications that we send to you (collectively our “Sites”). We hope you find our Sites informative and enjoyable.
Please read the below Terms carefully. Your use of our Sites is subject to these Terms.
1. ACCEPTANCE AND MODIFICATION OF TERMS. By accessing any of our Sites, you agree to these Terms and to our Privacy Statement which is incorporated herein by reference, and to any additional rules that we may post on our Sites. We may make changes to these Terms from time to time and may notify you by posting a revised version on our Sites or otherwise providing you with adequate notice. Your continued access or use of our Sites following changes to these Terms will constitute your acceptance of any changes to our Terms. You acknowledge that you have reviewed these Terms in their entirety, that you agree to these Terms in their currently-posted form, and that these Terms constitute binding and enforceable obligations on you. You may also be asked to re-acknowledge and re-accept these Terms following any material changes. If the modified Terms are not acceptable to you, your only recourse is to cease using our services and our Sites.
2. INTENDED USE OF OUR SITES. Our Sites are intended for personal, non-commercial use and may not be exploited in connection with any business or commercial purpose, even for non-profits, without the prior express written permission of Clif Bar.
Clif Bar welcomes all individuals to its Sites. However, certain features of our products and services, our Sites, or Content (defined below) may have age or geographic restrictions or otherwise be limited by applicable laws. Where such restrictions apply, it will be clearly marked on Clif Bar products, services and our Sites, and you may be required to provide certain verification information before proceeding. By using our Sites, you agree that you are of legal age to enter into these Terms or have obtained parental or legal guardian consent to do so.
Clif Bar is based in Emeryville, California, in the United States of America and is an international business and our Sites may be accessible on an international basis. Clif Bar makes no claims that the Sites, any Content or User Content are appropriate or may be transmitted, used or installed outside of the United States. Access may not be legal by certain persons or in certain countries. If you access the Sites from outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction. If you are located in the European Union, Canada, or elsewhere outside of the United States, please be aware that information we collect may be transferred to and processed in the United States or other territories in which the privacy laws may not be equivalent to or as comprehensive as those in the country where you reside and/or are a citizen. We encourage you to refer to our Privacy Statement.
3. NUTRITION, FITNESS AND WELL-BEING INFORMATION. Certain Content presented on our Sites is intended to impart general nutrition, fitness and wellness information. Such informational Content is not intended to be construed as or be a substitute for professional medical advice, diagnosis or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of anything on or associated with our Sites, our products or our services.
If you think you may have a medical emergency, call your doctor or 911 immediately. Neither we nor our Sites recommend or endorse any specific tests, physicians, products, procedures, opinions, course of treatment or therapy or other information on or associated with the Sites. You should always consult your own qualified health care professional concerning your particular circumstances and needs and not rely on our Sites or Content. Using our Sites is solely at your own risk.
Content is owned by Clif Bar, our affiliates or our licensors, and is protected by copyright, trademark and other laws and regulations of the United States and foreign jurisdictions. You may not use Content in any way not expressly permitted by these Terms and if you do, your right to use the Content will automatically terminate. Unless expressly stated otherwise, you may not reproduce, modify, disseminate or otherwise exploit our Content in any way or form without our prior express written permission.
Our Sites and their Content are protected by copyright law as well as other intellectual property rights. In particular, our Content and the Sites display the trademarks, names, slogans, logos, characters and service marks ("Trademarks") that belong to Clif Bar or have been licensed to us. Nothing contained on our Sites should be construed as granting any license or right to use any copyright or Trademark displayed on our Sites. Your use/misuse of the Trademarks or the copyrighted Content displayed on our Sites, except as provided in these Terms, is strictly prohibited.
Clif Bar will aggressively enforce its intellectual property rights to the fullest extent of the law, including monetary damages, civil penalties, and criminal prosecution. All rights not expressly granted herein are reserved.
5. USER CONTENT SUBMISSIONS. Clif Bar may include features on our Sites that allow you to share your communications or content (“User Content”) with us and with other users of our Sites. You agree you will not send, upload or transmit any User Content of any type that infringes or violates any rights of any party or violates these Terms. By submitting or otherwise exchanging User Content with us, you understand that all such information, whether publicly posted or privately transmitted, is the sole responsibility of the individual or person that submitted such User Content. You further agree that such User Content will not be considered or treated as confidential and may be seen, read, used or re-transmitted by Clif Bar or other users of our Sites. You explicitly represent and warrant that you are the owner of any User Content that you submit or cause to be submitted or have all rights and licenses necessary regarding such User Content and hereby grant Clif Bar a royalty-free, perpetual, irrevocable, unrestricted world-wide nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, adapt, transform, distribute, transmit, broadcast, perform and display such User Content in any media or medium, or any form, format, or forum now known or hereafter developed. Clif Bar may sublicense its rights to any User Content through multiple tiers of sublicenses and you irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials for such User Content.
Clif Bar is under no obligation to monitor or use any User Content. If you elect to provide such User Content to us via the Site, Clif Bar has no obligations to you with respect to such ideas or suggestions and may use them, or not use them, in our sole discretion and for any purpose whatsoever.
6. USER OBLIGATIONS. In using our Sites and providing User Content, you agree that we exclusively reserve the right to control the Content available on our Sites and understand that we will comply and cooperate with any law enforcement authorities and/or court order requesting or directing us to disclose the identity of anyone that has posted information or materials to our Sites. While we may monitor the Content on our Sites, including User Content, we are under no obligation to do so and assume no responsibility or liability arising therefrom.
You further agree that you are prohibited from posting or transmitting, through or in connection with the Sites:
- Any unlawful, threatening, defamatory, obscene, scandalous, deceptive, fraudulent, tortious, obscene, pornographic, inflammatory, profane or infringing material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law;
- Any virus, worm, Trojan horse, time bomb, spyware or other computer code, file, or program that is harmful or invasive or may, or is intended to, damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment;
- Any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letter," "pyramid scheme" or investment opportunity, or any other form of solicitation; and
- Any material non-public information about a party without the proper authorization to do so.
In addition, you will not use our Sites:
- For any fraudulent or unlawful purpose;
- To defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including rights of privacy or publicity, or harvest or collect Personal Information about other users;
- To impersonate any person or entity, including Clif Bar or any of our affiliates or users;
- To falsely state or otherwise misrepresent your affiliation with any person or entity; or
- To express or imply that we endorse any statement or posting you make, or any products or services you may offer;
- To interfere with or disrupt the operation of our Sites or the servers or networks used to make the Sites available, or violate any requirements, procedures, policies or regulations of such networks;
- Restrict or inhibit any other person from using the Sites, including by hacking or defacing any portion of the Sites;
- Use the Sites to advertise or offer to sell or buy any goods or services without our express prior written consent;
- Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Sites;
- Except as expressly permitted by applicable law, modify, adapt, translate, reverse engineer, decompile or disassemble any portion of our Sites;
- Remove any copyright, trademark or other proprietary rights notices from the Sites or from materials originating from the Sites;
- Frame or mirror any part of the Sites without our express prior written consent;
- Create a database by systematically downloading and storing all or any Content from our Sites; or
- Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, "scrape," "data mine" or in any way reproduce or circumvent the navigational structure or presentation of our Sites, without our express prior written consent.
Other websites may link to our Sites, with or without our authorization, and we reserve the right to block or disable any links to or from our Sites at any time and for any reason. In general, Clif Bar does not object to links to our Sites from third party websites. However, all links to any third party website are subject to these Terms.
8. LIMITATION OF LIABILITY. The use of our Sites and Content is at your own risk and are provided "AS IS" without any express warranties or representations of any kind. Transmissions over the Internet and communications networks are not in our control and can never be completely secure. Accordingly, we cannot and shall not be liable for any delay, failure, interruption, compromise or corruption of any data or other information transmitted in connection with use of our Sites, including information you provide to us on our Sites.
TO THE FULLEST EXTENT PERMITTED BY LAW, CLIF BAR DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, STATUTORY AND OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE REGARDING ITS SITES OR THE USE OF ITS SITES. WE DO NOT PROMISE THAT OUR SITES, NOR ANY INFORMATION, CONTENT OR MATERIALS MADE AVAILABLE THROUGH OUR SITES WILL BE ACCURATE, RELAIABLE, COMPLETE, ERROR FREE, OR COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE. CLIF BAR FURTHER MAKES NO REPRESENTATION OR WARRANTY REGARDING THE STATEMENTS, ACTS OR OMISSIONS OF ANY THIRD PARTIES, THAT OUR SITES AND ANY OF THEIR FEATURES WILL BE AVAILABLE OR THAT ACCESS WILL BE UNINTERRUPTED OR SECURE, OR THAT DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SITES OR THE SERVERS OR NETWORKS THROUGH WHICH THE SITES ARE MADE AVAILABLE ARE SECURE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
In no event shall Clif Bar, the Sites, our licensors, suppliers and Content providers be liable for any damages, including, without limitation, direct, indirect, incidental, consequential, special, exemplary and special damages or damages resulting from lost data or business interruption, regardless of the form of action or the basis of the claim, whether based on warranty, contract, tort, strict liability or any other legal theory, and whether or not a party has been advised of the possibility of damages. If, for any reason, Clif Bar shall be found to be liable, our aggregate liability to you or any other party or parties claiming with, under or through you, shall be limited to the lesser of the total amount paid by you to access and use our Sites or U.S. $1000, notwithstanding any claim that such remedy fails of its essential purpose. No claim or action arising from or concerning the Sites, Content or otherwise hereunder may be brought later than one (1) year from the date the claim or cause of action arose.
Some jurisdictions do not allow the disclaimer of certain types of damages or liability in whole or in part with respect to consumer agreements and although the exclusions, limitations and disclaimers in these Terms shall always be construed to take full advantage of their meaning to the extent permitted by law. You should consult your own legal advisor should you wish to determine the laws and regulations that apply to you.
9. INDEMNIFICATION. Except to the extent prohibited by law, you agree to defend, indemnify, and hold Clif Bar, its officers, directors, employees, agents, licensors and suppliers, harmless from and against any claims, actions or demands, costs, liabilities, and settlements including without limitation, reasonable legal and accounting fees, arising out of your use of or activities in connection with our Sites or any allegation that User Content from you infringes or violates the intellectual property rights of others, or that otherwise arises out of your violation of these Terms.
10. TERMINATION AND ACCESS CANCELLATION. If you breach any of these Terms, Clif Bar has the right, at its sole discretion and without prior notice of refund of any fees, to suspend or disable your access to our services or our Sites. We may terminate your access to our services or our Sites at any time, without cause and you agree that we will have no liability to you if we do. If we disable your access, you will not be able to reestablish access without our permission. We are under no obligation to continue to support our services or our Sites in any way or to provide you with updates or error corrections. Your rights under these Terms will terminate immediately and automatically, with or without notice in our sole discretion, if we cease to support our services or our Sites. If you have registered with us for any services, you may cancel your account with us at any time by contacting us.
11. COPYRIGHTS. Clif Bar respects the copyright and intellectual property and ownership rights of others.
The Digital Millennium Copyright Act of 1998 ("DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any material used or displayed on or through our Sites infringes your copyright, you may send us a notice to our Copyright Agent requesting that the material be removed or access to it blocked.
For the notice to be effective, it must be in writing and must include the following information:
(a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works are covered by a single notification, a representative list of such works);
(c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow us to locate the material on our Sites;
(d) the name, address, telephone number and email address (if available) of the complaining party;
(e) a statement that the complaining party has 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 the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, and your content has been removed or access to content has been blocked, the DMCA permits you to send us a counter-notice. For the counter-notice to be effective, it must be in writing and must include the following information:
(a) Physical or electronic signature of the user or a person authorized to act on behalf of the user;
(b) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
(c) A statement under penalty of perjury that the user has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled;
(d) The user's name, address, and telephone number; and
(e) A statement that the user consents to the jurisdiction of the County of Alameda, State of California and that the user will accept service of process from the person who submitted the Notification of Claimed Infringement or an agent of such person.
Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.copyright.gov for details. DMCA notices and counter-notices regarding our Sites and Apps should be sent to:
1451 66th Street
Emeryville, CA 94608
Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. Please also be advised that we enforce a policy that provides for the termination in appropriate circumstances of users who are repeat infringers.
12. SWEEPSTAKES, CONTESTS AND PROMOTIONS. Clif Bar or its authorized partners may operate sweepstakes, contests, and promotions ("Promotions") through our Sites. You should carefully review the rules (e.g., the "Official Rules") of each Promotion in which you participate, as they may contain additional important information about Clif Bar’s rights to and ownership of the submissions you make as part of the Promotions and as a result of your participation in such Promotions. To the extent that the terms and conditions of such Official Rules conflict with these Terms, the terms and conditions of such Official Rules for each Promotion will control for that Promotion.
13. CONTROLLING LAW AND JURISDICTION. These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. You expressly agree and personally submit to the exclusive jurisdiction of the courts of the County of Alameda, State of California, to adjudicate and resolve any dispute with Clif Bar, its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and Content providers or in any other way relating to the Sites, including actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights, Content, or User Content. YOU HEREBY IRREVOCABLY WAIVE YOUR RIGHT TO A JURY TRIAL OR TO CLAIM THAT THE STATE OF CALIFORNIA IS AN INCONVENIENT FORUM TO HEAR CLAIMS AND DISPUTES.
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and of no effect. Clif Bar may assign or transfer these Terms, at its sole discretion and without restriction.
15. ENFORCEMENT AND SEVERABILITY. The failure of Clif Bar to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized Clif Bar representative. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Questions or comments regarding our Sites, including reports of non-functioning links, should be submitted using our “Contact Us” form or via U.S. mail to: Clif Bar & Company, 1451 66th Street, Emeryville, CA 94608.