Terms of Service

PLEASE READ THESE TERMS CAREFULLY. THEY APPLY TO YOUR USE OF SOUPFESTIVALS TO THE EXTENT THE LAW ALLOWS. YOU AGREE TO THEM WHEN YOU CREATE AN ACCOUNT OR SUBSCRIBE TO AN EMAIL ALERT (SECTION 1.3). IF YOU DO NOT AGREE, DO NOT USE THE SERVICE.

IN SHORT: SOUPFESTIVALS IS FREE. WE ARE NOT THE ORGANIZER OF ANY FESTIVAL AND WE DO NOT RUN ANY RESTAURANT, VENUE OR OTHER BUSINESS THAT WE LIST: OTHERS RUN THEM, AND DATES, PRICES AND MENUS CAN CHANGE OR AN EVENT CAN BE CANCELLED, SO CHECK WITH THE ORGANIZER OR THE BUSINESS BEFORE YOU TRAVEL (SECTION 3). THE INFORMATION ON THE SERVICE COMES FROM PUBLICLY AVAILABLE INFORMATION AND FROM INFORMATION PEOPLE SEND US, AND IT CAN BE INCOMPLETE, OUT OF DATE OR WRONG (SECTION 2). THE SERVICE IS PROVIDED "AS IS" (SECTION 17). OUR LIABILITY IS EXCLUDED OR LIMITED (SECTION 18). A PROFILE THAT YOU SET UP IS PUBLIC UNLESS YOU SWITCH "SHOW MY PROFILE PUBLICLY" OFF, AND MARKING "I'M GOING" ON A PUBLIC PROFILE SHOWS OTHERS WHERE YOU PLAN TO BE (SECTION 6). IF YOU LIVE IN THE UNITED STATES AND YOU ACCEPTED THESE TERMS BY CREATING AN ACCOUNT OR SUBSCRIBING TO AN EMAIL ALERT, SECTION 19 CONTAINS A BINDING ARBITRATION AGREEMENT AND A CLASS ACTION WAIVER, WITH A RIGHT TO OPT OUT OF BOTH. SECTION 20.4 CONTAINS A JURY TRIAL WAIVER. IF YOU ARE A CONSUMER, YOU KEEP THE RIGHTS THAT THE LAW OF YOUR COUNTRY GIVES YOU AND THAT A CONTRACT CANNOT TAKE AWAY (SECTIONS 18.4 AND 20.3).

These Terms of Service ("Terms") are an agreement between you and Latent Software LLC, a Wyoming limited liability company, 30 N Gould St, Ste N, Sheridan, WY 82801, USA ("we," "us" or "our"). They govern your use of SoupFestivals (the "Service"), as Section 2.1 defines it.

1. ABOUT THESE TERMS

1.1 The documents of the agreement

Your agreement with us consists of:

(a) these Terms;

(b) the version of the Acceptable Use and Community Rules made available when you accept these Terms, as subsequently changed under Section 21.3, which apply to everything that you do on the Service. When you create an account, the sign-up agreement covers both these Terms and the Acceptable Use and Community Rules, and we record the version of each (Section 22.1); and

These pages give you information and explain procedures, and they are not contract terms that you sign up to:

the Privacy Policy, which tells you how we handle personal data;
Cookies and Local Storage, which explains what the Service stores in your browser;
Copyright, Takedowns and Removals, which explains how to send us a copyright notice, a notice of illegal content or a request to correct or remove a listing; and
the Legal Notice, which identifies us.

If these Terms and the Acceptable Use and Community Rules conflict, these Terms control. If these Terms and additional terms for a feature conflict, the additional terms control for that feature.

1.2 Who "you" is: consumers and Business Users

"You" means the person who uses the Service.

You are a "Business User" when you use the Service for an organization or a business, or for the purposes of your trade, business, craft or profession. Section 8.1 describes the organizers and businesses that this includes. In particular, you are a Business User when you claim a listing, when you manage a profile or a page for an organizer or a business, when you send us information or materials as or for an organizer or a business, or when you use an organization account. When you act for an organization or a business, you confirm that you are an adult with the authority to bind it, and these Terms bind it too. You do not take on its obligations personally only because you act for it.

You are a "consumer" when you are an individual who uses the Service for your own personal purposes, for example to find a festival or a place to eat soup, to cook a recipe, to keep a soup passport or to have a public profile.

Some parts of these Terms apply only to Business Users, and some protect only consumers. Each of those parts says so.

These labels do not decide your status under the law. Consumer and other mandatory protections apply whenever the law gives them to you, whatever the kind of your account, whether you claimed a listing, and however we classify you. A part of these Terms that places a burden only on Business Users does not apply to a person whom the applicable law protects against it.

1.3 How you accept these Terms

You accept these Terms through an acceptance control:

(a) if you create an account, you accept them by ticking the box at sign-up, which states that you are at least 18, that you agree to these Terms and the Acceptable Use and Community Rules, and that you acknowledge the Privacy Policy; and

(b) if you subscribe to an email alert, you accept them in two steps. First, you tick the required box on the alert form, which is not ticked in advance and states that you are at least 18, that you agree to these Terms (including, for US users, the arbitration agreement and class action waiver, with a right to opt out) and that you acknowledge the Privacy Policy. Then you select "Confirm my alerts and accept the Terms" in our confirmation email, which confirms that you control the email address, that you request the alerts, that you agree to these Terms and that you acknowledge the Privacy Policy. A subscription request and its confirmation are distinct events, and we record each of them (Section 22.1). A request made using an email address does not, by itself, establish that its owner accepted these Terms or requested alerts. The confirmation is what establishes the acceptance of the person who controls the address (Section 11.1).

If you only browse the Service, these Terms apply to your use of it to the extent the law allows. The arbitration agreement and the class action waiver in Section 19 apply only to people who accepted these Terms through an acceptance control (the sign-up, or the alert form and its confirmation). Section 22.1 explains the records that we keep of your acceptance.

1.4 Language

We write these documents in English, and the English text governs. We may provide translations. Where the law that protects you requires a version in your language to prevail, or requires these Terms to be interpreted in your favour, that law applies. Mandatory consumer and data-protection law determines any language or interpretation requirement; a language-precedence provision does not restrict those rights. Where we have not provided a translation, the Service shows these English documents, and the sign-up form tells you so. Before accepting, you can read and keep these documents, and after you accept, we email you a copy of them (Section 22.1).

1.5 Additional terms and apps

Some features may come with additional terms, for example a paid feature (Section 21.2), a contest or a promotion. We will show you those terms before you use the feature, and they apply together with these Terms.

If you get an app for the Service from an app store, the app store's own terms also apply to your download and use of it. The app store operator is not a party to these Terms and is not responsible for the app, its content, its maintenance or support, or any claim about it; we are, to the extent these Terms say. Where the app store's terms require it, its operator may enforce these Terms against you as they relate to the app.

2. WHAT THE SERVICE IS, AND WHAT IT IS NOT

2.1 The Service

SoupFestivals is a free service about soup: where to find it, how to make it and the people who love it. "Service" means everything that we offer under the SoupFestivals name, now or in the future, including the website at soupfestivals.com, any app, and:

(a) "listings": pages and entries about festivals and other events, and about restaurants, venues, producers, shops and other businesses and places, with information such as dates, places, prices, menus, opening times, posters, photos, descriptions and maps;

(b) recipes, articles, guides, lists and other editorial content;

(d) accounts, user profiles and organization, organizer and business profiles and pages;

(e) the soup passport, stamps, badges, guest lists and other game and community features;

(f) tips, claims, reviews, ratings, comments, questions, lists and other contributions from users;

(g) messages between users, or between users and us; and

(h) email alerts, notifications and other emails.

Today, the Service is mainly a public directory of soup festivals, mostly in Portugal, and also in Brazil and elsewhere. You can browse it without an account. An account is optional, and you need one only for the features that say so.

2.2 Features come and go

This list describes what these Terms cover. It is not a promise that any feature exists, or will exist, at any particular time. Each part of these Terms that is about a feature applies when, and for as long as, we offer that feature. Section 21.1 explains how features may change.

2.3 Where the information comes from

The information on the Service comes from publicly available information and from information that people send us, such as users, organizers and businesses. It may be incomplete, out of date, wrongly translated or wrong. Information can change after we publish it, and we do not promise to check every item or every change. That is why we ask you to check with the organizer or the business before you rely on it (Section 3.1).

2.4 What "confirmed", "checked" or "verified" means

Where the Service describes information as "confirmed", "checked" or "verified", that describes the information at a point in time. It is not a guarantee that the information is still correct, or that an event will happen as described or a business will be open, and it is not a warranty, a certification or an endorsement. Check current details with the organizer or the business before you rely on them.

2.5 Expected dates and other estimates

When a festival has not yet announced its next edition, the Service may show what we expect, for example "usually held around mid-October". An expected date is an estimate from past editions. It is not an announcement, and the festival may take place at another time, in another place, or not at all. The same applies to every other estimate, count, summary, rating or prediction on the Service.

2.6 Not advice

Nothing on the Service is advice of any kind, including travel, health, nutritional, dietary, medical, legal or financial advice. You make your own decisions about whether, when and how to go to a festival or a place, and about what you cook and eat. Section 10 says more about recipes and editorial content.

2.7 What we are not

We are not the organizer of any festival or event, and we do not run any restaurant, venue, shop or other business that we list. We do not:

(a) organize, host, run, sponsor or supervise any festival or event;

(b) sell tickets, take bookings or reservations, or handle any payment for a festival, an event or a business;

(d) act as a travel agent, a tour operator or an accommodation provider; or

(e) act for, or speak for, any organizer, business, municipality, parish or association.

We are not affiliated with, and not endorsed by, any organizer, business, municipality, parish or association, unless the Service expressly says so. An "Organizes" line on a profile, an approved claim or a managed business profile does not change this (Section 8.4).

3. FESTIVALS, EVENTS AND PLACES ARE RUN BY OTHERS

Every festival or event listed on the Service is run by a third party, and every restaurant, venue, shop or other business listed on the Service is run by its own owner, not by us. Your visit to a festival, an event or a place is a matter between you and its organizer or owner, and you go at your own risk. This Section is subject to Sections 18.3 and 18.4.

3.1 Check before you travel

Always check the organizer's or the business's own page or announcement, or contact them, before you travel or make plans. Where the Service links to their own page, use it. Do not rely on the Service alone for dates, times, opening hours, places, prices, menus or any other detail.

3.2 Cancellations and changes

Organizers and businesses can change the date, the time, the opening hours, the place, the menu, the price or the programme, or cancel, postpone or close, at any time and for any reason, including the weather. We do not guarantee that a festival or an event will take place as listed, or at all, or that a business will be open, and we are not responsible for a cancellation, a postponement, a closure or a change, or for telling you about one. The Service may show a change late, or not at all.

3.3 Prices and payments

A price on the Service comes from publicly available information or from what someone told us. It can be wrong, out of date, or exclude some items. You pay the organizer, the business or the people who serve you, and never us. Any question about a price, a refund or a receipt is for them.

3.4 Food, allergens and alcohol

Food and drink at a festival, an event or a business are prepared and served by third parties, not by us. We do not know, check or guarantee the ingredients, the allergens, the hygiene, the safety, the quality or the quantity of any food or drink. If you have an allergy, an intolerance or a dietary need, ask the people who prepare or serve the food before you eat it. A menu or an ingredient on the Service is not allergen information. Where alcohol is served, you are responsible for following the law on drinking age and for drinking responsibly, and you must never drink and drive.

3.5 Safety, accessibility, crowds and weather

Festivals and events take place in public and private places that we do not control. The organizer or the business, and not us, is responsible for the event or the place, including its permits, its safety, its security, its food safety, its insurance and its accessibility. We give no information or guarantee about accessibility, parking, toilets, seating, shelter, crowds, noise, weather or the conditions at a festival or a place. Look after yourself, the people with you and your belongings. If you bring children, you are responsible for them.

3.6 Travel and accommodation

Your travel, transport, parking and accommodation costs, and any booking that you make, are at your own risk. We are not responsible for a cost that you have, or a booking that you cannot use, because a festival or an event was cancelled, changed, sold out, full or listed incorrectly, or because a business was closed or listed incorrectly.

3.7 Images on the Service

Posters, photographs, logos and other third-party works remain subject to their holders' rights. Their appearance here does not imply endorsement or give visitors permission to reuse them. Rights holders may submit a copyright notice or another rights complaint using our Copyright, Takedowns and Removals procedure. A photo of a town or a place shows the town or the place, not the festival or the business. Credited works are used under their licences; credits and any required notices accompany them on the Service, including at Photo credits. Illustrations on the Service do not show any actual festival, dish or place. Images may be illustrative, historical or show the surrounding place. They do not guarantee the current appearance of an event or business, or what food will be served.

3.8 Maps, places and distances

A map pin shows where we believe that a festival, an event or a place is. It can be approximate or wrong. Distances and directions on the Service are approximate, and they are not routes, travel times or navigation instructions. If you use "near me", your browser asks for your permission first, and the Privacy Policy explains what happens to your location. Maps may load from a map provider directly in your browser.

3.9 Links to other sites

The Service links to websites, posts, maps and other services that we do not operate, such as an organizer's or a business's own page. We are not responsible for their content, their availability, their accuracy or their privacy practices. Their own terms apply to them. A link is not an endorsement.

3.10 Claims about a festival or a place belong to whoever runs it

Claims about a festival, an event or a business, such as a claim about its cancellation, its closure, its food, its price, an injury, a loss or the conduct of anyone at it, are claims against its organizer or owner or against the person responsible, and not against us. If you are a Business User, the organization or business that you act for releases Latent Software LLC and its members, managers, officers, employees and agents from those claims, known or unknown, to the extent the law allows, and waives California Civil Code Section 1542 for this release if it applies. It reads: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." If you are a consumer, you give no release; we are still not responsible for the acts of organizers, businesses or other third parties.

4. ELIGIBILITY AND ACCOUNTS

4.1 Who may use the Service

Anyone may browse the Service. To create an account or subscribe to an email alert, you must be at least 18 years old, or the age of majority where you live if that is higher, and able to make a binding contract. The Service is not directed to children. Accounts and email-alert subscriptions are for adults only; a parent or guardian may subscribe to alerts using their own email address. You may not use the Service if you are subject to sanctions of the United States, the European Union, the United Kingdom or the United Nations, or if the law forbids you to use it.

4.2 Creating an account

You can sign up with an email address and a password, or with "Continue with Google". You must give accurate information, use an email address that you control, and keep it up to date. You may have only one personal account, and you may not create an account for someone else, or with false details.

4.3 Person and organization accounts

When you sign up, you choose whether the account is for a person or for an organization.

(a) An organization account names an organization or a business. Choosing it, or the name that you give, does not give you or the organization any verified status, and it does not show that you act for that organization. You confirm that you may use the name that you enter, and that you are an adult with the authority to act for that organization.

(b) If you invite other people to your organization, you are responsible for the access that you give them. An invitation goes to the email address that you enter and expires after 7 days. Invite only adults who expect it.

(c) If you own an organization that others belong to, you must transfer it or close it before you can delete your account.

4.4 Keeping your account secure

Keep your password and your sign-in methods secure, and do not share your account. You are responsible for what happens through your account, except what results from our breach of these Terms. Where the law that protects you as a consumer makes you responsible for activity that you did not authorize only if you were at fault, that rule applies instead. Tell us at once at [email protected] if you think that someone else has used your account. Settings shows your sessions and devices, and we may email you about a sign-in from a new device or about repeated failed sign-ins. These are aids: they do not guarantee that we detect every unauthorized access.

4.5 Continue with Google

If you use "Continue with Google", Google's own terms govern your Google account, and Google tells us your name, your email address and the address of your Google profile photo. Nothing that Google sends us is published unless you save it to your profile yourself. The Privacy Policy explains what we keep.

4.6 Deleting your account

You can delete your account at any time in Settings → Delete account. We ask for your password to confirm it. If you only ever signed in with Google, you first set a password through a link that we email you. Deleting your account removes your account, your profile and photo, your soup passport, and the records of your tips and claims that are tied to your account. Some records stay, for example the record of the terms that you accepted and the tips of yours that we accepted for a listing. The Privacy Policy explains what stays and why.

5. YOUR CONTENT

5.1 What "your content" is

"Your content" means everything that you give the Service, including: your username, display name, photo, home town and bio; your "I'm going" and "I was there" marks; the tips that you send; your claim messages; reviews, ratings, comments, questions, lists, recipes and photos that you post; anything that you send us as an organizer or a business, through the Service, by email or otherwise; and your messages, reports and feedback.

5.2 You keep your rights

You keep the rights that you have in your content. These Terms do not transfer them to us.

5.3 Your licence to us

You give us a worldwide, non-exclusive, royalty-free licence, which we may sublicense to the service providers that act for us, to host, store, use, reproduce, adapt, edit, translate, combine with other information, publish, display and distribute your content, in any medium and on any channel that we operate or use, to run, show, improve and promote the Service (including by showing the Service and its content), to keep its information accurate, and to meet our legal duties. This licence has these limits:

private messages, reports and claim messages are not published, and we do not use them to promote the Service; we use them to provide the feature for which you sent them, to run and protect the Service, and to meet our legal duties;
displaying your name, image and contributions as part of the public features you choose to use is covered by this licence. Using your identity separately to advertise or endorse the Service, whether advertising is paid or unpaid and whether shown inside or outside the Service, requires any additional authorization applicable law requires. We do not imply your personal endorsement without your permission; and
the licence is subject to the rights that the law does not allow you to waive, such as non-waivable privacy, image and moral rights. This licence does not prevent you from exercising applicable rights concerning your personal data, image or personality.

The duration of this licence depends on the content:

(a) for tips, claim messages, listing information and the materials that you send us as or for an organizer or a business (Sections 7 and 8), the licence is perpetual and irrevocable, because they become part of listings, which we keep after your account ends; and

(b) for your profile content, your passport marks, and your reviews, ratings, comments, questions, lists, recipes, photos and messages, the licence lasts for as long as they are on the Service, plus a reasonable period for us to remove them from every place where they appear, and for copies in our backups until those backups expire.

Translating your content, cropping, resizing or converting a photo, or shortening a text to fit a page, are examples of how we adapt content.

5.4 Your promises

Each time you give us content, you confirm that:

(a) it is true and accurate to the best of your knowledge, and not misleading;

(b) you own it, or you have every right and permission needed to give it to us and to grant the licence in Section 5.3;

(c) it does not infringe anyone's copyright, trademark, privacy, image or other rights, and it does not break the law or the Acceptable Use and Community Rules;

(d) where it shows or names another person, you may share it and that person would not reasonably object; and

(e) it does not show, name or identify a child or young person under 18.

5.5 No confidential information

Do not send us confidential information, trade secrets or the personal data of other people that we do not need. We treat what you send us as non-confidential, except personal data, which we handle as the Privacy Policy says.

5.6 Our choices about content

We decide what to publish. We may review, edit, translate, correct, decline, hide or remove any content, including your content, at any time, without explaining, except where Section 8.10, Section 14 or the law requires us to explain. Except where the law requires it, we have no duty to monitor content, and we have no duty to publish, keep or show anything that you give us. Not acting on content is not approval of it. We do not promise to credit you for a tip or for any other content.

5.7 Feedback

If you send us suggestions or ideas about the Service, we may use them freely, without payment or any duty to you.

6. PUBLIC PROFILE, SOUP PASSPORT AND GUEST LISTS

6.1 When things become public

With an account, you can mark a festival edition "I'm going" while it is upcoming, and "I was there" once it has begun. Each "I was there" mark is a stamp in your soup passport. Nothing about you is shown publicly until you save a profile with a username while "Show my profile publicly" is switched on (Section 6.4), or until you post a contribution, such as a review or a comment, that the posting form clearly tells you, before you submit it, will be public.

6.2 What your public profile shows

Your public profile is at soupfestivals.com/@username. It can show your username, your display name, your photo, your home town, your one-line bio, your stamps and badges, the festivals that you are going to, your public contributions, and, if a claim of yours was approved, the festivals or businesses that you organize or manage (for example a line "Organizes:" followed by the festival's name).

6.3 Guest lists

A festival page can show a guest list, "Who's going" or "Who was there". It names only people with a public profile, with their photo, display name, username and stamp count, and links to their profile. Everyone else is only counted, for example "and 3 more with private profiles".

6.4 Your switch

When you set up a profile, it is public unless you switch "Show my profile publicly" off before saving; you can switch it off at any time. The switch is shown on the form where you set up your profile, and you choose what to add to your profile. Above the save button, the form tells you that publishing makes your profile details, stamps, badges and future plans visible to anyone, including on guest lists. While the switch is on, the button reads "Save and publish my profile"; while it is off, it reads "Save my private profile". While it is off, your profile is not shown to others, and you do not appear by name on any guest list. You can also change or remove your profile details, and remove any "I'm going" or "I was there" mark.

An "I'm going" mark on a public profile tells anyone who looks where you plan to be, and when. A home town, a photo and your past stamps say more about you. You decide what to make public, and you are responsible for that choice. If you do not want strangers to know your plans, keep your profile private, or do not mark "I'm going". Never put your address, phone number or other contact details in your profile. If someone uses the Service to follow, contact or harass you, tell us (Section 14.3) and, if you are in danger, contact the police.

6.6 What others can do with what you make public

What you make public can be seen by anyone, including people who are not signed in. We ask search engines not to index profiles, but we cannot guarantee that a search engine follows that request, and we cannot stop people from copying, saving, screenshotting or sharing what they have seen. Turning your profile off or deleting it removes it from the Service, but not from copies that others made.

6.7 Photos

You may upload a profile photo, or, if you signed in with Google, choose "Use my Google photo", which we copy only if you tick it. We may crop, resize or convert photos. Use a photo of yourself, or an image that you have the right to use. Do not upload a photo of another person without their permission, and do not upload photos of children.

6.8 Usernames

A username must follow the format that the profile form shows, and some words are reserved because they would read as if the Service were speaking, such as "admin", "support" or "official". A username is not your property, and you may not sell, transfer or rent it. We may refuse, change or reclaim a username, or rename it to a neutral one, for example if it impersonates a person, an organizer, a business, a municipality or a brand, if it infringes a trademark or another right, if it is offensive or misleading, if a rights holder complains with good reason, if it is inactive, or to protect the Service or its users. If your username changes, links to your old profile address may stop working.

6.9 The soup passport and badges

Passport marks are self-reported: nothing on the Service checks whether you went to a festival or a place, or will go. Stamps reflect self-reported attendance. Badges reflect recorded attendance marks or qualifying contributions under the rules then applicable. Neither a stamp nor a badge certifies attendance, identity, expertise or endorsement. Badges are awarded by rules that we set, and they can change when a mark, a contribution or a listing changes. Badges, stamps, points, levels and the passport are for fun. They have no monetary value, they cannot be exchanged for anything, and you may not sell, transfer or trade them. We may change their rules, rename, add or remove badges, or change or end the passport, as Section 21.1 says. Do not mark attendance falsely in order to mislead others, for example to make a festival look busier or emptier than it is.

6.10 Respect other people

Guest lists and profiles show real people. Do not use them to contact, follow, track, harass, expose or collect information about anyone, and do not copy or collect them in bulk. The Acceptable Use and Community Rules set out what is not allowed. Impersonating another person, organizer, business, municipality or brand is not allowed.

7. TIPS AND OTHER SUBMISSIONS

7.1 Sending a tip

When you are signed in, you can send us a tip about a festival, an event or a place: its name, its place, its dates, a link and any free text. You confirm the promises in Section 5.4, and in particular that, to the best of your knowledge, the tip is accurate and is not an advertisement.

7.2 What we do with a tip

We decide whether to accept a tip. We may check it, edit it, translate it, combine it with other information, or decline it, and we do not have to tell you why. An accepted tip may become part of a public listing, in the form that we decide.

7.3 What we keep

When we accept a tip, we keep its text and your email address with our records of that listing, so that we can contact you about it. We keep them for as long as that listing or our records of it exist, including after you delete your account. The licence for tips is perpetual and irrevocable (Section 5.3(a)).

8. BUSINESS USERS: ORGANIZERS AND LISTED BUSINESSES

8.1 Who this Section is for

This Section applies to Business Users, and in particular to:

(a) "Organizers": anyone who runs a festival or an event, such as a municipality or a parish council, a festival commission ("comissão de festas"), a parish or another religious body, an association, a charity, a club, a school, a Scouts or Guides group or another youth organization, a business, or an individual; and

(b) "Listed Businesses": restaurants, venues, producers, shops and other businesses and places that have a listing on the Service.

Any of them may hold an organization account, claim a listing, or manage a profile or a page on the Service, where we offer that.

8.2 Authority

The person who acts for an Organizer or a Listed Business on the Service must be an adult who is authorized to bind it. You confirm that you are, and that what you tell us about yourself, the organization and your connection to the festival, the event or the business is true. A false claim or a false statement of authority breaks these Terms and may be unlawful.

8.3 Claiming a listing

You can ask to claim a listing, with a message that explains how you are connected to it. We may ask you for more information. We may approve or decline a claim, and we do not have to tell you why, except where Section 8.10 or the law requires us to. We do not verify Organizers or Listed Businesses, or the people who act for them.

8.4 What approval means, and what it does not

An approved claim, or a profile or a page that you manage, is a status on the Service, and nothing more. If you have a public profile, it may then show the festival or the business that you organize or manage. Approval:

(a) is not a legal verification of your identity, of your authority, or of who runs the festival, the event or the business;

(b) does not give you ownership of the listing, or any right to edit it, except through the tools that the Service gives you, if any. Where the Service gives you no such tool, you send updates and corrections to us, and we decide whether and how to publish them;

(c) does not make the listing yours, and does not stop us from publishing, keeping or correcting factual information about the festival, the event or the business;

(d) creates no partnership, joint venture, agency, sponsorship or endorsement, and is not an endorsement of you, of the festival, the event or the business, or of anything that it offers; and

(e) gives no right to be listed, to stay listed, or to appear in any particular place or order.

8.5 Withdrawal

We may withdraw an approval or your access to manage a listing, for example if we learn that it was wrong, if your connection to the festival or the business ends, if someone else shows a better claim, or if you break these Terms, subject to Section 8.10. You can ask us to withdraw it at any time.

8.6 Your responsibilities

If you are an Organizer or a Listed Business, or act for one:

(a) you are responsible for the accuracy of everything that you send us or publish, and for keeping it current, including telling us promptly, or updating the listing, when something changes or a festival is cancelled or a business closes;

(b) you are responsible for your event or your business, including its permits, licences, food safety, allergen information and labelling, alcohol service, safety, security, insurance, accessibility and compliance with the law, and for the people who work at it or volunteer for it;

(c) you confirm that you own, or have permission to give us, every poster, photo, logo, menu and text that you send or publish, and that we may publish them under Section 5.3;

(d) you must not make misleading claims, including about prices, offers, ingredients, origin, awards or certifications, and you must not use the Service, a claim or a profile to present your festival or business as endorsed by us; and

(e) you must not write, buy, commission or offer anything for reviews or ratings of your own festival or business or of a competitor, or ask only satisfied customers for reviews (review gating), or ask anyone to remove or change an honest review in exchange for something (Section 9).

Section 16 applies to the organization or business that you act for.

8.7 Children and young people

Where an organization or an event involves children or young people, for example a Scouts or Guides group, a school or a youth group, the Organizer alone is responsible for safeguarding, for supervision, and for obtaining the consent of parents or guardians for any participation and for any images or data of minors. Do not post images or personal data of minors on the Service, even with consent. We do not check that Organizers meet these duties, and listing an event does not mean that we have.

8.8 Our control over listings

We decide what to list and how to show it. We may add, edit, correct, translate, reorder, decline, hide or remove any listing, or any part of it, including information or materials that you sent us. We may list a festival, an event or a business whether or not it has claimed its listing, and we may show its listing in emails, apps and other channels that we operate or use to promote the Service.

8.9 How listings are ranked

We decide the order in which listings appear. Today, lists of upcoming festivals and events are ordered mainly by their date; lists of past events show the most recent first; and "near me" orders results mainly by distance. Filters, such as a country, a region, a place or a date, decide which listings are eligible to appear in a result. Other displays may also take into account relevance to what someone looks for, the completeness and quality of a listing, how recently its information was updated and user engagement, such as how many people mark that they are going; where the law requires it, those displays explain their main ordering criteria. We do not accept payment for ranking today. If we ever offer paid placement, it will be clearly labelled, and we will update this Section first.

8.10 Restrictions, suspension and termination for Business Users

Where Regulation (EU) 2019/1150 on platform-to-business relations, or a similar law, applies to you:

(a) if we restrict or suspend your listing, your profile or your access to a feature, we give you a statement of reasons at the latest when the restriction or suspension takes effect;

(b) if we end our services to you altogether, we give you at least 30 days' notice, with a statement of reasons, except where the law obliges us to act sooner, where you repeatedly broke these Terms, or where we have another serious ground that the law recognizes; and

8.11 Complaints and mediation

Business Users can complain about these Terms, about a decision that affects them, or about any other issue with the Service, by writing to [email protected]. We consider each complaint and tell you the outcome. Where the law gives you the right to use mediation, you may do so, and we will take part in good faith as the law requires. This does not affect your right to go to court.

8.12 Corrections and removal requests

Organizers, businesses and other people can ask us to correct a listing, to remove or replace a poster or a photo, or to remove a listing. Copyright, Takedowns and Removals explains how. We correct errors that we confirm. We consider each removal request, but we may keep publishing factual information about a public event or a business open to the public, because people have a legitimate interest in knowing about them.

8.13 Access to data

Business Users can get the information that they submit through the tools that the Service gives them, if any, or by asking us at [email protected]. They get no access to private information about users, such as private profiles or the people counted on a guest list; information that the Service publishes is available to them on the same basis as to any other visitor. When a Business User's account ends, factual public listings stay on the Service (Section 8.12), and personal data is handled as the Privacy Policy says.

9. REVIEWS, RATINGS, COMMENTS AND MESSAGES

This Section applies when, and where, the Service offers reviews, ratings, comments, questions, messages or similar features.

9.1 Genuine experience only

A review or a rating must reflect your own, genuine experience. You must not post a fake review or rating; post a review or a rating in exchange for payment, a discount, a gift or another benefit; review your own festival or business, or one that you work for or compete with; or post the same review more than once.

9.2 We do not verify reviews

We do not verify that reviews or ratings come from people who went to the festival or used the business, unless we say so on the review. A review or a rating is the opinion of the person who posted it, not ours. A summary or an average rating is calculated by rules that we set, and it may not include every review.

9.3 Our choices

We may decline, hide, remove or reorder reviews, ratings and comments that break these Terms or the Acceptable Use and Community Rules, or that we reasonably believe are not genuine. We do not remove an honest review only because it is negative. We are not obliged to publish any review.

9.4 Messages

Messages that you send to other users are between you and them. Send only messages that the other person would welcome, and never use messages to sell, to spam or to harass. We may act on messages that someone reports to us, and on messages that break these Terms, as Section 14 explains. Do not send personal data, payment details or passwords in a message.

9.5 Contacting a business or an organizer

If the Service lets you contact an Organizer or a Listed Business, what you agree with them is between you and them, and we are not a party to it.

10. RECIPES, ARTICLES AND OTHER EDITORIAL CONTENT

10.1 For information and enjoyment

Recipes, articles, guides, lists and other editorial content on the Service are for information and enjoyment only. They are not nutritional, medical, dietary or other professional advice.

10.2 Cooking is at your own risk

When you cook from a recipe on the Service:

(a) check every ingredient and its allergens yourself, especially if you or someone you cook for has an allergy, an intolerance or a dietary need;

(b) follow safe food-handling practice, including for hygiene, storage, cooking temperatures and reheating;

(d) be aware that quantities, times, temperatures, yields and nutritional information may contain errors, that results vary with ingredients, equipment and technique, and that a photo or an illustration may not look like your result.

To the extent the law allows, we are not liable for the results of cooking or eating anything that you make from content on the Service. This is subject to Sections 18.3 and 18.4.

10.3 Opinions and recommendations

Lists, guides and recommendations reflect a view at the time of writing. A place or a festival that we mention may have changed or closed. Mentioning it is not an endorsement, and we receive nothing for it unless we say so.

11. EMAIL ALERTS AND NOTIFICATIONS

11.1 How alerts work

Anyone, with or without an account, can subscribe an email address to alerts about new festivals announced in a country. We send alerts only after you confirm the subscription, and accept these Terms, with the "Confirm my alerts and accept the Terms" button in our confirmation email (Section 1.3(b)). We send the alerts that you request, and the account and service communications that are necessary. Every alert includes a clear one-click unsubscribe link, which stops further alerts for that subscription, and the sender information that the law requires. Unsubscribing does not delete all subscription records; the Privacy Policy explains what remains. We do not enrol you in unrelated promotional mailing lists, unless you separately agree, and we do not sell email addresses.

11.2 Your part

Subscribe only an email address that you control. Do not subscribe someone else's address.

11.3 What alerts and notifications are not

An alert or a notification is information, with the same limits as the rest of the Service (Sections 2 and 3). We do not promise that it reaches you, that it arrives on time, or that we send one for every festival, event or change. An email can be delayed, filtered as spam, bounced or lost. We may change how often we send alerts or notifications, what they contain, or stop offering them. We also send account holders emails about their account and its security, which are part of the Service.

11.4 Alerts and accounts are separate

An email alert subscription is separate from an account. Deleting your account does not unsubscribe your email address from alerts, and unsubscribing from alerts does not delete your account.

12. ACCEPTABLE USE; NO SCRAPING; NO AI TRAINING

12.1 The Acceptable Use and Community Rules

The Acceptable Use and Community Rules are part of these Terms and apply to all use of the Service. They cover, among other things, false tips, claims and listings, impersonation, fake attendance, fake reviews, what may not appear in a username, display name, bio or photo, harassment and stalking, and respect for children and young people.

12.2 Things you may not do

In particular, unless we give you prior written permission, you may not:

(a) crawl, scrape, spider, bulk-download or otherwise extract the Service or its data by automated means, beyond what an ordinary browser does when a person reads the Service, including listings, recipes, articles, posters, photos, reviews, profiles and guest lists. Search engines that follow our robots.txt file may index the pages that it allows;

(b) use the Service, or any content or data from it, to train, fine-tune, test or distill a machine-learning or AI model, or to build a dataset for one;

(c) copy or republish the listings, the recipes, the editorial content, or a substantial part of any of them, to build a competing directory, a database or a commercial product;

(d) copy, decompile, reverse engineer or disassemble the Service, except to the extent that the law allows it despite this restriction;

(e) get around, disable or interfere with our bot protection, a rate limit, a ban, a block or any other security or access control;

(f) probe, scan or test the security of the Service, or send malware, or overload the Service;

(g) create accounts by automated means, or use bots to act on the Service; or

(h) use the personal data of other users, including names, usernames, photos, reviews and attendance, for any commercial purpose, for marketing, or to contact them.

These restrictions do not limit any permission that a work's own public licence, or mandatory law, gives you for that work. Such a permission does not authorize you to interfere with the Service or to collect the personal data of its users, which this Section still forbids.

12.3 Text and data mining reservation

We reserve all text and data mining rights in the Service and its content, including under Article 4(3) of Directive (EU) 2019/790 and the laws that implement it. This reservation is in addition to any machine-readable signal that we publish.

12.4 Security reports

If you find a security problem, send security reports to [email protected] and do not test it further or access other people's data. Sending a report does not authorize testing that Section 12.2 forbids.

12.5 Our response

If you break this Section or the Acceptable Use and Community Rules, we may remove content, rename a username, hide a profile, block access, or suspend or end an account, as Sections 14 and 15 describe, and we may report unlawful conduct to the authorities. Our right to act does not create a duty to monitor or to act.

13. INTELLECTUAL PROPERTY

13.1 Ours

The Service, its software, its design, its texts, recipes and other content that we wrote or commissioned, its name and logo, and the selection, arrangement and compilation of its information (including our databases) belong to us or to our licensors, and are protected by copyright, trademark, database and other laws. We keep every right that these Terms do not expressly give you.

13.2 Your permission to use the Service

Subject to these Terms, we give consumers a limited, non-exclusive, non-transferable and revocable permission to use the Service for personal purposes. Business Users may also use the features we make available for submitting information, claiming or managing their own listings, communicating through permitted tools and administering their organization. This permission does not authorize bulk extraction, resale, unrelated commercial exploitation or other conduct prohibited by Section 12. You may read the Service, share links to its pages, cook from its recipes for yourself and the people you cook for, and tell others about a festival and its dates. Facts about a festival or a place, such as its date and address, are facts, and nothing in these Terms stops you from sharing them. What you may not do is copy our pages, texts, recipes, images or listings in bulk, or use them commercially, except as the law allows despite this restriction (for example, a quotation that the law permits).

13.3 Posters, photos and other works of others

Posters, logos and photos of festivals, events and businesses belong to their owners, usually the organizers, the businesses or the people who made them. Posters, photographs, logos and other third-party works remain subject to their holders' rights. Their appearance here does not imply endorsement or give visitors permission to reuse them. Rights holders may submit a copyright notice or another rights complaint using our Copyright, Takedowns and Removals procedure (Section 3.7). Credited works, such as freely licensed photos of towns, are used under their licences or are in the public domain; credits and any required notices accompany them on the Service, and Photo credits names each author and licence. These Terms give you no rights in a work that belongs to someone else, and the fact that a work is publicly available is not a licence to copy it from us. If you want to reuse a credited photo, follow its own licence; if you want to reuse a poster or a logo, ask its owner.

13.4 Map data

Maps on the Service use map data from third parties, which belongs to them and to their contributors. Maps show the credits and licence notices of their data next to the map.

13.5 Illustrations

Illustrations on the Service do not depict any actual festival, dish, place or person. We keep whatever rights the law gives us in them.

13.6 Names and marks of others

The names and marks of festivals, organizers, businesses, municipalities, associations, Google and other third parties belong to their owners. We use them only to identify them. That use does not mean that they endorse us or that we endorse them.

14. CONTENT MODERATION AND NOTICES OF ILLEGAL CONTENT

14.1 Our role

Some parts of the Service store or display information supplied by users, such as profiles, photos, usernames, passport marks, reviews, comments and messages. The legal rules applicable to that information depend on the particular function and circumstances. We retain every immunity, safe harbor and defence available under applicable law. Nothing here claims protection for conduct or content outside its legal scope. Where Article 8 of Regulation (EU) 2022/2065 (the "Digital Services Act") or 17 U.S.C. § 512(m) applies, we have no general obligation to monitor the information that we store or transmit, or to actively seek facts or circumstances indicating illegal activity, within the scope of that provision. This Section never narrows an immunity, safe harbor or exemption from liability that the law gives us.

14.2 How we moderate

We restrict content and accounts that break the law, these Terms or the Acceptable Use and Community Rules. We may remove or hide content, rename a username, turn a public profile off, withdraw a claim approval, remove a passport mark, or restrict, suspend or end an account. We may use automated and human means to detect, review and act on content, and to detect and act on abuse, spam and security threats. Automated protective measures may temporarily restrict access. Content-moderation complaints receive the human supervision required by applicable law. We act on a report, or on our own initiative, when we decide that action is warranted.

14.3 Reporting content

You can report a profile, a photo, a username, a review, a listing or any other content that you think is illegal or breaks our rules by writing to [email protected] with the exact URL. For a notice under Article 16 of the Digital Services Act, include: (a) a substantiated explanation of why the content is illegal; (b) its exact location, such as the exact URL; (c) your name and email address (except for a report of an offence under Articles 3 to 7 of Directive 2011/93/EU); and (d) a statement that you believe in good faith that the notice is accurate and complete. A report without these elements may not give us knowledge of illegal content. Copyright, Takedowns and Removals sets out the full procedures. [email protected] is also our single point of contact for authorities and for users under Articles 11 and 12 of the Digital Services Act, in English or Portuguese.

14.4 Copyright notices

Copyright owners may send takedown notices under 17 U.S.C. § 512(c)(3) to our designated agent at [email protected], or by post to Latent Software LLC, Attn: DMCA Agent, 30 N Gould St, Ste N, Sheridan, WY 82801, USA (U.S. Copyright Office designation DMCA-1077217). A user whose content we remove in response may send a counter-notice under 17 U.S.C. § 512(g). A person who knowingly and materially misrepresents that material is infringing, or that it was removed by mistake, may be liable for damages, costs and attorneys' fees under 17 U.S.C. § 512(f). Copyright, Takedowns and Removals lists what a notice and a counter-notice must contain. Organizers and businesses can also simply ask us to remove or replace their poster, logo or photo.

14.5 Our decisions and your right to ask for a review

We handle precise and substantiated notices in a timely, diligent, objective and non-arbitrary manner. Where the law requires, we tell the person who sent a notice of our decision, and we give the affected user a statement of reasons. Where Article 17 of the Digital Services Act applies, we provide the affected recipient with a clear and specific statement of reasons at the latest when the restriction takes effect. Our notice of a decision about your content or your account specifies: the restriction, its duration and its territorial scope; the relevant facts and circumstances; whether the decision followed a report or our own initiative; any relevant use of automated means, and whether a person took the decision; the particular legal or contractual ground and why it applies; and how to ask for a review, by replying to the notice or writing to [email protected], together with the certified out-of-court dispute settlement and judicial redress available where applicable. If you disagree with a decision about your content or your account, reply to our message or write to [email protected], and we will look at it again, with the human supervision required by applicable law. Where Article 20 of the Digital Services Act applies, affected users and people who sent a notice may complain electronically and free of charge for at least six months after we tell them of the decision; complaints are handled under the supervision of appropriately qualified staff; we reverse a decision without undue delay where a complaint shows that it was wrong; and we tell complainants about the out-of-court dispute settlement and judicial redress available to them. You also keep any right that the law gives you to go to court or to another body. We do not commit to any fixed response time, and no report creates a duty that we owe to the reporter or to any other person beyond the duties that the law imposes on us.

14.6 Misuse of reporting

We may stop processing notices and complaints, for a reasonable period, from a person who often sends notices or complaints that are manifestly unfounded, after a warning.

14.7 Repeat infringers

We end, in appropriate circumstances, the accounts of users who repeatedly infringe the rights of others.

14.8 Requests from authorities

Authorities can send requests to [email protected]. We answer valid legal process as the law requires, and we may tell the affected user unless the law or the request lawfully forbids it.

15. SUSPENSION AND TERMINATION

15.1 By you

You may stop using the Service at any time, and delete your account at any time (Section 4.6). If you are a consumer, you may also withdraw from this agreement without giving a reason where the law gives you that right: if you live in the European Economic Area or the United Kingdom, within 14 days after you create your account or subscribe to an email alert, and if you live in Brazil, within 7 days, where applicable. You can withdraw in any of these ways:

(a) for an account, with "Withdraw from contract here" in Settings, which the Service shows during the first 14 days after you create your account. After you confirm your withdrawal, we close your account, with the same effect as deleting it (Section 4.6), and we acknowledge your withdrawal without undue delay by email, a durable medium, stating its date and time;

(b) for an email alert, by unsubscribing with the one-click link in any alert or in the email that confirms your subscription, which stops further alerts for that subscription (Section 11.1); we acknowledge your withdrawal by email, with its date and time;

(d) by sending any unequivocal statement of your decision to withdraw to [email protected].

The withdrawal function supplements your right to send any unequivocal withdrawal statement. Your statement need only identify you, the agreement and your decision to withdraw; you may use the model withdrawal form below, but you do not have to. The other consequences of withdrawal that the law makes mandatory still apply. There is no subscription price to reimburse for the current free Service. Withdrawal does not remove any separate remedy mandatory law gives you.

Model withdrawal form — complete and send only if you wish to withdraw

To: Latent Software LLC, 30 N Gould St, Ste N, Sheridan, WY 82801, USA; [email protected].

I/We hereby give notice that I/We withdraw from my/our contract for the following service: SoupFestivals.

Ordered on:
Consumer name(s):
Consumer address(es):
Signature(s), only if submitted on paper:
Date:

Delete wording that does not apply. You may instead send any unequivocal withdrawal statement. Sending it before the applicable deadline is sufficient.

15.2 By us: Business Users

If you are a Business User, we may suspend, restrict or end your account, your organization, a claim approval, your access to manage a listing, or your access to any part of the Service, at any time and for any reason or no reason, with or without notice, and without liability to you, except that Section 8.10 applies instead where the law it describes applies to you. Where practical and lawful, we will tell you why.

15.3 By us: consumers

If you are a consumer, we may end your account, or your access to the Service, for an objectively justified reason, with reasonable notice to the email address of your account. Such reasons include: discontinuing all or part of the Service; legal or regulatory reasons; security; preventing abuse or fraud; a breach of these Terms or of the Acceptable Use and Community Rules; the inactivity of your account; and business reasons, where the law allows. Where the law requires, we explain the reason, and your mandatory rights are not affected. We may act at once, without notice:

(a) to restrict an account, a profile or content, as far as reasonably needed to address unlawful use, a risk to the safety of a person, a risk to the security of the Service, an order of a court or an authority, or another urgent lawful ground; and

(b) to suspend or end an account where sufficiently serious grounds, considering all the circumstances and the interests of both of us, make it unreasonable to continue, such as impersonation, harassment, fraud, a false claim, fake reviews or a serious or repeated breach of these Terms or of the Acceptable Use and Community Rules.

For a breach that can be remedied, we first give you a reasonable chance to remedy it, or a warning, unless the applicable law allows an immediate ending. Where the law requires, we give you a statement of reasons (Section 14.5).

15.4 When we close the Service or a feature

We may stop offering the Service, or a feature, as Section 21.1 says. If we stop offering accounts altogether, we will tell account holders in advance by email or on the Service.

15.5 What happens when an account ends

When your account ends, your permission to use account features ends. When we restrict or end your account, we may hide your public profile and guest-list entries while the restriction lasts; that does not by itself delete your account or data, which we handle as the Privacy Policy says. To exercise a privacy right when you cannot access your account, write to [email protected]. When you delete your account yourself, it is handled as Section 4.6 and the Privacy Policy explain. Accepted tips and the materials that you sent for a listing stay with that listing (Sections 5.3(a) and 7.3). Our continued use of what you contributed is subject to the rights that consumer and data protection law give you and that a contract cannot exclude. You may still browse the Service as a visitor, unless we ended your account for a serious breach and tell you that this is not allowed. You may not create a new account to get around a suspension or an ending.

15.6 What survives

Sections 2, 3, 5.3 to 5.7, 7.3, 8.4, 8.6 to 8.8, 8.12, 9.2, 10, 12.3, 13, 14.4, 15.5, 15.6 and 16 to 23, and every right or duty that arose before the end, survive the end of your account or of these Terms.

16. INDEMNITY

16.1 Consumers

If you are a consumer, you owe us no indemnity. You are responsible, under the applicable law, only for the loss that your own unlawful acts or your breach of these Terms cause, and not for loss that our fault causes.

16.2 Business Users

If you are a Business User, the organization or business that you act for (and not you personally, unless you act for yourself as a business) will defend, indemnify and hold harmless Latent Software LLC and its members, managers, officers, employees, agents, licensors, service providers, successors and assigns (the "Indemnified Parties"), to the extent the law allows, against all claims, demands, proceedings, investigations, losses, damages, liabilities, judgments, settlements, penalties, fines, costs and expenses (including reasonable attorneys' fees, and the costs of answering a request, an order or a subpoena) that any third party or authority asserts or imposes, and that arise out of or relate to:

(a) the festival or event that it organizes, or the business, the place, the products or the food and drink that it offers, including their safety, permits, insurance, cancellation, closure, changes, prices, the safeguarding of children and young people, and the conduct of the people who work or volunteer at them;

(b) the information, posters, photos, logos, menus, texts and other materials that it or its people send us or publish, and its right to give them to us;

(c) a claim, a tip, a review, a statement or a profile that it or its people make or manage, including a false or unauthorized claim and a fake or incentivised review;

(d) its breach of these Terms or of the Acceptable Use and Community Rules, or its violation of any law or of any person's rights; or

(e) any act or omission of a person who uses its account or acts for it on the Service,

INCLUDING WHERE THE CLAIM ALLEGES THE ORDINARY NEGLIGENCE OF AN INDEMNIFIED PARTY, such as publishing the information that it sent us, or not detecting that it was false. This indemnity does not cover loss to the extent that the fraud, intent, willful or wanton misconduct or gross negligence of an Indemnified Party caused it, or a liability that the law does not allow to shift.

16.3 Procedure

We will tell the organization or business of a claim within a reasonable time; a delay relieves it only to the extent that the delay prejudices it. We may choose to control the defense and settlement of a claim, with counsel of our choice, at the organization's or business's expense for reasonable costs, and it will cooperate. It may not settle a claim in a way that imposes a duty on an Indemnified Party, admits fault for it, or does not fully release it, without our prior written consent.

16.4 Public bodies

If the organization is a public body, this Section applies to it only as far as the law that governs that body allows.

17. DISCLAIMERS

17.1 As is

THE SERVICE IS FREE AND IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS. YOU USE IT AT YOUR OWN RISK. TO THE FULLEST EXTENT THE LAW ALLOWS, WE DISCLAIM ALL WARRANTIES, CONDITIONS AND REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS AND TIMELINESS, AND ANY WARRANTY THAT ARISES FROM A COURSE OF DEALING OR USAGE OF TRADE.

17.2 What we do not warrant

In particular, to the fullest extent the law allows, we do not warrant that:

(a) any information on the Service, including dates, times, opening hours, places, prices, menus, descriptions, posters, photos, translations, expected dates, ratings and "confirmed", "checked" or "verified" labels, is correct, complete, current or reliable;

(b) any festival or event will take place, or will take place as listed, or that any business will be open or offer what is listed;

(d) any recipe is accurate, safe for you, or will give the result described or shown;

(e) a map pin, a place or a distance is exact;

(f) the Service, an email, an alert or a notification will be available, uninterrupted, timely, secure, or free of errors or harmful components, or that we will fix a defect;

(g) your content, your profile, your passport or any other data will be kept, or will stay intact; or

(h) a profile, a guest list, a username, a review, a claim or a business profile is genuine, or tells the truth about who someone is, where they went or what they experienced.

No information that you obtain from us or through the Service creates a warranty.

17.3 Software tools and illustrations

Text, translations and images on the Service may be created or edited with the help of software tools, including generative AI, and may contain errors. Illustrations do not show any actual festival, dish or place. Applicable statutory disclosure requirements are additional to this general disclaimer.

17.4 Third parties

The acts, omissions, information, events, businesses, websites and services of third parties, including organizers, businesses, municipalities, associations, other users, the authors of publicly available information, and the providers that we use to run the Service, are at your risk, and we are not liable for them. This does not reduce our responsibility for our own service providers where the data protection laws make us responsible for them.

17.5 Your statutory rights

If you are a consumer, this Section 17 does not limit the rights that the law gives you about the conformity of the Service and that a contract cannot exclude. Some jurisdictions do not allow the exclusion of certain warranties, so some of the exclusions above may not apply to you. Every part of this Section 17 is subject to Sections 18.3 and 18.4.

18. LIMITATION OF LIABILITY

18.1 Excluded damages

TO THE FULLEST EXTENT THE LAW ALLOWS, NEITHER LATENT SOFTWARE LLC NOR ANY OTHER INDEMNIFIED PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, REPUTATION, DATA OR USE, OR FOR TRAVEL, TRANSPORT, ACCOMMODATION OR BOOKING COSTS, OR FOR LOSS OF ENJOYMENT OR WASTED TIME OR INGREDIENTS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, STATUTE OR ANY OTHER), EVEN IF TOLD THAT THEY WERE POSSIBLE.

18.2 Cap

TO THE FULLEST EXTENT THE LAW ALLOWS, THE TOTAL AGGREGATE LIABILITY OF ALL INDEMNIFIED PARTIES TOGETHER, FOR ALL CLAIMS TOGETHER THAT ARISE OUT OF OR RELATE TO THESE TERMS OR THE SERVICE, UNDER ANY THEORY OF LIABILITY, WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT THAT YOU PAID US FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE FIRST EVENT THAT GAVE RISE TO LIABILITY, AND (B) ONE HUNDRED UNITED STATES DOLLARS (USD 100). The Service is free, so in practice the cap is USD 100. More than one claim does not enlarge it.

18.3 What these limits do not cover

Sections 17, 18.1 and 18.2 do not limit or exclude liability for: (a) fraud or fraudulent misrepresentation; (b) intent, or willful or wanton misconduct; (c) gross negligence, wherever the applicable law does not allow a contract to limit liability for it; (d) death or personal injury caused by our negligence; (e) liability under mandatory product liability law; or (f) any other liability that the applicable law does not allow a contract to limit or exclude. For that liability, the exclusions and the cap do not apply. For all other liability, they remain fully in effect.

18.4 Consumers in Europe, the United Kingdom, Switzerland and Brazil

If you are a consumer who lives in the European Economic Area, the United Kingdom, Switzerland or Brazil, Sections 17, 18.1 and 18.2 apply to you only as far as the law of your country of residence allows. In particular, we are liable without limit for intent and gross negligence, and for death or personal injury caused by our negligence. Where your law does not allow a limit, the law determines our liability. We still do not become responsible for the acts of organizers, businesses or other third parties only because the Service lists or links to them.

18.5 Basis of the bargain

The Service is free. These exclusions and limits are an essential part of our agreement and a fair allocation of risk for a free service, and we would not offer the Service free of charge without them. Each of Sections 18.1 and 18.2 is separate: if one fails, the other still applies.

18.6 Only Latent Software LLC is responsible

Latent Software LLC is your only contracting party. To the fullest extent the law allows, no member, manager, officer, employee, agent or contractor of Latent Software LLC is personally liable to you for anything that arises out of or relates to these Terms or the Service, and you will bring any claim only against Latent Software LLC. This Section is subject to Sections 18.3 and 18.4, and each of these persons may enforce it.

18.7 Time limit for Business Users

If you are a Business User, to the extent the law allows, a claim that arises out of or relates to these Terms or the Service must be started within one year after you knew, or should reasonably have known, of the facts that give rise to it, or it is barred. This does not apply to consumers, to the liability that Sections 18.3 and 18.4 preserve, or to a claim that the law does not allow a contract to shorten.

18.8 Every exclusion is subject to Sections 18.3 and 18.4

Every disclaimer, exclusion, limitation, release and allocation of responsibility in these Terms and the Acceptable Use and Community Rules is subject to Sections 18.3 and 18.4. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the limits above may not apply to you.

19. DISPUTES; ARBITRATION AND CLASS ACTION WAIVER (UNITED STATES ONLY)

19.1 Talk to us first

Wherever you live, before you start a formal proceeding, please write to [email protected] with your name, your email address and a description of the dispute and what you want. We will both try in good faith to settle it informally for at least 30 days. Any time limit for the claim (including Section 18.7) is suspended from our receipt of your notice until those 30 days end. Neither of us must delay a filing that is needed to preserve a claim or to obtain urgent relief.

19.2 Who the rest of this Section applies to

Sections 19.3 to 19.9 apply only if (a) you accepted these Terms through an acceptance control, by creating an account or by subscribing to an email alert (Section 1.3), and (b) you live in the United States or, if you are a Business User, the organization or business that you act for is based in the United States. They do not apply to anyone else.

19.3 Binding arbitration

If we cannot settle, any dispute between you and us that arises out of or relates to these Terms or the Service will be resolved by binding arbitration on an individual basis, and not in court. The American Arbitration Association ("AAA") administers it under its Consumer Arbitration Rules where you are a consumer, and otherwise under its Commercial Arbitration Rules (available at adr.org). For consumer disputes, the AAA's Consumer Arbitration Rules and its Consumer Due Process Protocol prevail over any provision of these Terms that conflicts with them, including any restriction on remedies or on access to arbitration. The AAA's rules govern fees. We pay all the fees that those rules assign to the business, by the deadlines that they set. If the arbitration fees that you must pay would prevent your effective access to arbitration under the applicable law, we pay or advance the part of them that is necessary to prevent that result. If the AAA declines to administer the arbitration because we did not comply with its rules or pay its fees, you may bring the dispute in a court that has jurisdiction. One arbitrator decides, in English. Hearings are by videoconference by default, or, for a consumer, in the county where you live. The Federal Arbitration Act (9 U.S.C. § 1 et seq.) governs this Section 19. The arbitrator decides every dispute, including the scope and enforceability of this arbitration agreement, except that only a court may decide the validity and enforceability of the class action waiver in Section 19.4. A court may enter judgment on the award.

19.4 Class action waiver

YOU AND WE EACH MAY BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR A CLASS MEMBER IN A CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE PROCEEDING (INCLUDING A PRIVATE ATTORNEY GENERAL ACTION), IN ARBITRATION AND, TO THE EXTENT THE LAW ALLOWS, IN COURT. THE ARBITRATOR MAY NOT CONDUCT A CLASS, COLLECTIVE OR REPRESENTATIVE ARBITRATION, OR AWARD RELIEF TO ANY PERSON OTHER THAN THE INDIVIDUAL CLAIMANT. If a court finds this waiver unenforceable for a claim, that claim (and only that claim) goes to the courts named in Section 20.2, and the rest of this Section 19 stays in force. Nothing in these Terms waives a non-waivable right to seek public injunctive relief. A claim for public injunctive relief that applicable law does not permit this agreement to waive may be brought in a court of competent jurisdiction, notwithstanding any restriction on representative proceedings, the arbitrator's remedial authority or the court provisions of these Terms. Other arbitrable claims remain subject to arbitration.

19.5 Mass arbitration

The AAA decides whether its Mass Arbitration Supplementary Rules apply. The applicable AAA rules govern filing requirements, administration and fees. No batching or other requirement of these Terms delays a claimant's access to arbitration or excuses a payment due under those rules. Every applicable limitation period is tolled for a properly submitted claim while it awaits administration.

19.6 Exceptions

Either of us may (a) bring an individual claim in a small claims court, and (b) ask a court for urgent relief to protect intellectual property or the security of the Service, including against scraping or the circumvention of our access controls.

19.7 Opt out

You may opt out of the arbitration agreement in this Section 19, and of the class action waiver in Section 19.4, by writing to [email protected] within 30 days after you first accept these Terms through an acceptance control (Section 1.3); for an email alert, the period starts when you confirm the subscription, with your name, your email address (and your account email, if you have an account) and a statement that you opt out. Browsing the Service does not start this period. No other formality applies, and opting out has no other effect on your use of the Service. If you opt out, Section 20 applies.

19.8 Changes to this Section

If we change this Section 19 after you accept it, you may reject the change by writing to [email protected] within 30 days after the change takes effect. The version that you accepted then continues to apply to you. A change never applies to a dispute of which we had notice before the change.

19.9 Protected persons

The persons that Section 18.6 protects are intended third-party beneficiaries of this Section 19 for claims about their work for Latent Software LLC, with the same exceptions, opt-out and protections.

20. GOVERNING LAW AND COURTS

20.1 Governing law

Wyoming law governs these Terms and every dispute that arises out of or relates to them or to the Service, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

20.2 Courts

Subject to Sections 19 and 20.3, the state and federal courts for Sheridan County, Wyoming have exclusive jurisdiction, and each of us submits to them.

20.3 Consumers keep their own law and their own courts

If you are a consumer, the mandatory protections of the law of the country or state where you live still apply to you. If you live in the United States and Section 19 applies to you, court proceedings are subject to its arbitration agreement and its exceptions. Where arbitration does not apply, nothing in these Terms restricts a right that you cannot waive to bring proceedings in the courts where you live. If you are a consumer who lives in the European Economic Area, the United Kingdom, Switzerland or Brazil, you may sue us in the courts of your country of residence or in Wyoming, and we may sue you only in the courts of your country of residence.

20.4 Jury trial waiver

IN A PROCEEDING IN A COURT WHOSE APPLICABLE LAW ALLOWS A PRE-DISPUTE CONTRACTUAL JURY WAIVER, YOU AND WE EACH KNOWINGLY AND VOLUNTARILY WAIVE TRIAL BY JURY, TO THE EXTENT THAT LAW ALLOWS, FOR ANY CLAIM THAT ARISES OUT OF OR RELATES TO THESE TERMS OR THE SERVICE. This waiver does not apply in a California state court, or in any other court whose procedural law prohibits it. It does not widen the scope of arbitration.

20.5 Notice to California residents

Under California Civil Code Section 1789.3, California users are entitled to this notice: the Service is provided by Latent Software LLC, 30 N Gould St, Ste N, Sheridan, WY 82801, USA, free of charge. You may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

21. CHANGES

21.1 Changes to the Service

We may add, change, suspend or remove any feature of the Service, including listings, recipes, the soup passport, badges, guest lists, public profiles, reviews, messages, claims and email alerts, or stop offering the Service, for a valid reason, without liability to you to the extent the law allows. Valid reasons include legal or regulatory requirements, security, technical reasons and compatibility, preventing abuse, adapting or improving the Service, and business reasons, such as discontinuing a feature. This is subject to Sections 8.10 and 15.4 and to your rights as a consumer. A change never adds a charge without your agreement. Where the applicable consumer law requires it, we tell you in advance, on a durable medium such as email, what the change is and about any right that you have to end the agreement, within the period that the law sets. Badges, stamps and other passport and game features have no monetary value (Section 6.9), so no compensation is due if they change or end; this does not exclude any remedy that the law gives you and that a contract cannot exclude.

21.2 Paid features

The Service has no paid features today. If we introduce one, we will show you its price and its additional terms before you can buy it, those terms will apply to it (Section 1.5), and nothing that you pay for starts without your agreement.

21.3 Changes to these Terms

We may change these Terms, for example because of a change of law, of the Service or of how we run it.

(a) For a material change, we notify affected account holders and email-alert subscribers at their registered email address at least 30 days before it takes effect, or with any longer notice required by law, explaining the change and its effective date. We also announce it on the Service. For Business Users to whom Regulation (EU) 2019/1150 applies, we give that notice on a durable medium and with the notice period that the Regulation requires.

(b) Where the law requires your express acceptance of a change that is adverse to you as a consumer, we will ask for it, for example when you next sign in, and we do not treat your silence as acceptance where the law does not allow it. Until you accept, the earlier version continues to apply to you, and if you do not accept, we may end your account under Section 15.3.

(c) In every other case, if you continue to use the Service after the date on which a change takes effect, you accept the changed Terms. If you do not agree, stop using the Service, and delete your account or unsubscribe from your alerts, before that date. A Business User to whom Section 8.10 applies may also end its use of the Service before that date.

(d) A change applies only from its effective date, and it does not apply to a claim that arose before it. Section 19.8 governs changes to the arbitration agreement.

(e) A genuinely non-material correction or clarification may take effect when published. A material change requiring immediate implementation takes effect sooner only to the extent applicable law permits or requires; we explain the reason and notify affected recipients as soon as legally permitted.

The date at the top of this page shows when these Terms last changed.

22. GENERAL

22.1 Electronic acceptance and records

You agree that an electronic acceptance of these Terms binds you as a signature would, and that we may give you notices, records and these Terms in electronic form. When you sign up, the box that you tick covers these Terms and the Acceptable Use and Community Rules, which you agree to, and the Privacy Policy, which you acknowledge, and we record the version of each. We keep a record of your acceptance: what we offered and what you agreed to (including the version and the wording of these Terms, the version of the Acceptable Use and Community Rules, and the version of the Privacy Policy), when, a stable reference to your account, your IP address, your browser's user agent and an approximate location. We keep that record as proof of the agreement, including after you delete your account, and you can see your own records in your account. When you subscribe to an email alert, we keep with the subscription a history of every request and every confirmation: for each, the version of these Terms, the time, and technical data (your IP address and browser). We add each new request or confirmation to that history and do not overwrite earlier ones; the confirmation is the proof that the person who controls the address accepted these Terms (Section 1.3(b)). The Privacy Policy explains this.

Where consumer law requires confirmation on a durable medium, we provide confirmation of your agreement and the required contractual information in a form you can retain and reproduce unchanged. Your ability to view documents on the Service does not replace that confirmation. After you sign up, and after you confirm an email alert, we email you a copy of the documents that you accepted (these Terms, the Acceptable Use and Community Rules and the Privacy Policy), with the version of each and the date and time of your acceptance.

22.2 Entire agreement; no reliance

These Terms and the Acceptable Use and Community Rules, together with any additional terms under Section 1.5, are the whole agreement between you and us about the Service, and they replace earlier agreements on the same subject. If you are a Business User, the organization or business that you act for confirms, to the extent the law allows, that it did not rely on any statement, promise or description that these Terms do not contain, including one on a listing, a help page or in an email. This paragraph does not exclude liability for fraud, and it does not ask a consumer to admit anything or to give up a right about a misleading statement.

22.3 Severability

If a court or an arbitrator finds a provision unenforceable, the rest of these Terms stays in force, and the provision stays in force for every other claim, every other person and every other jurisdiction. Where the law allows it, the provision applies to the maximum extent that the law allows; for a limitation or an exclusion of liability, an indemnity or a release, that means the most protective version that the law allows, not its deletion. Where the law that protects you as a consumer does not allow a court to reduce a term to its permitted extent, the term is ineffective to the extent that the law requires, and the rule of the law takes its place. Section 19.4 is not severable from Section 19.3 except as Section 19.4 says.

22.4 Mandatory law

Nothing in these Terms excludes, restricts or changes any right or remedy that the applicable law does not allow a contract to exclude, restrict or change.

22.5 No waiver

If we do not enforce a provision, or delay enforcing it, we do not waive it.

22.6 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms to an affiliate, or in a merger, an acquisition, a reorganization or a sale of all or part of our business or assets, with notice to you by email or on the Service. If you are a consumer, an assignment does not reduce your rights under these Terms or under the law.

22.7 Force majeure

We are not liable for a failure or a delay that an event beyond our reasonable control causes, including a failure or an outage of a provider that we rely on, of the internet or of a third-party website, a cyberattack, a fire, a flood, an epidemic, a war, a strike, a sanction, a change of law or an act of government. This Section is subject to Sections 18.3 and 18.4.

22.8 Relationship

Nothing in these Terms makes us your partner, employee, agent, fiduciary or representative, or the partner, agent or representative of any organizer or business.

22.9 No third-party rights

These Terms give no rights to any person who is not a party, except the Indemnified Parties under Sections 3.10, 16, 17 and 18, the persons that Section 18.6 protects under Sections 18.6 and 19.9, and an app store operator under Section 1.5, which each of them may enforce.

22.10 Notices

We may give you notice by email to the address of your account or of your alert subscription, or on the Service. You may give notice to us at [email protected], or by post to Latent Software LLC, 30 N Gould St, Ste N, Sheridan, WY 82801, USA.

22.11 Export and sanctions

You will comply with all export control and sanctions laws that apply to your use of the Service.

22.12 Interpretation

Headings are for convenience only. "Including" and "for example" mean "including without limitation". Except where the law requires it, no provision is read against us because we wrote it.

23. CONTACT

Latent Software LLC

30 N Gould St, Ste N, Sheridan, WY 82801, USA

Support: [email protected]

Legal and notices: [email protected]

Privacy: [email protected]