Terms of Service

TERMS OF USE

Last revised: April 19, 2020

1. INTRODUCTION AND ACCEPTANCE

Welcome to [www.findfoodforhumans.com], a website owned and operated by Food For Humans.

(“Food For Humans”, “Our”, “Us” or “We”). These website terms of use (“Terms of Use”)

contain the legal terms and conditions that govern your use of [www.findfoodforhumans.com], all

other sites owned and operated by Food For Humans that redirect to [www.findfoodforhumans.com] and

all subdomains of [www.findfoodforhumans.com] (collectively, the “Website”).

Definitions:

User: A business who has registered on Food For Humans.

Supplier: A business who has registered on Food For Humans as a Supplier, primarily to sell

products or service to their customers.

Hub: A business who has registered on Food For Humans as a Hub, primarily to source

products and sell products or services to their customers.

Distributor: A business who has registered on Food For Humans as a Distributor, primarily to

connect with Suppliers and distribute products to customers.

Buyer: A business who has registered on Food For Humans as a Buyer, primarily to purchase

products or services from their suppliers.

Consumer: An individual who has registered on Food For Humans as a Consumer, primarily to

purchase products from suppliers.

YOU AGREE THAT THESE TERMS ARE ENFORCEABLE LIKE ANY WRITTEN

CONTRACT SIGNED BY YOU. PLEASE READ THESE TERMS OF USE

CAREFULLY BEFORE USING THE WEBSITE.

By using the Website, you agree, without limitation or qualification, to be bound by these

Terms of Use and such other additional or alternative terms, conditions, rules and

policies that are displayed, or to which you may be directed in connection with any

particular Website or any of the services available on the Website, all as may be

modified by Us from time to time in Our sole discretion. If you do not agree to the

Terms of Use in full, then you must discontinue accessing and/or using the

Website.

Food For Humans reserves the right to modify the Terms of Use at any time and from time to

time and in its sole discretion, and each such modification shall be effective upon

posting on the Website. Your continued use of the Website following any such

modification constitutes your agreement to be bound by and your acceptance of the

Terms of Use as so modified. It is therefore important that you review the Terms of Use

regularly. If you do not agree to be bound by such modified Terms of Use, you must

discontinue accessing and/or using the Website immediately.

2. USE OF WEBSITE

You may use this Website only if you have reached the age of majority where you live

and/or you can form legally binding contracts under applicable law. You may not use the

Website if you live in a jurisdiction where access to or use of the website or any part of it

may be illegal or prohibited. It is solely your responsibility to determine whether your use

of the Website is lawful, and you must comply with all applicable laws.

Food For Humans grants you a personal, non-exclusive, royalty-free, revocable, nontransferable, limited right to access and use the Website in accordance with the Terms

of Use. You agree that you will not use the Website to: (i) misappropriate the intellectual

property rights of Food For Humans or its licensors; (ii) attempt to deface, modify or manipulate

any of the Website or employ any tactic to defeat or evade any security feature

employed by the Website; (iii) misappropriate the identity of, or obtain any personal

information about any other user of the Website, or any customer, vendor, supplier or

employee of Food For Humans; and/or (iv) modify, erase or damage any information contained

on the Website or any computer hardware or information storage device owned or used

by Food For Humans. As an additional term and condition of use of the Website, you agree not

to use any process, research method or tactic to recreate or replicate the features,

functions or design of the Website through reverse engineering. Doing so is in strict

violation of the Terms of Service.

Subject to these Terms of Use, you may use the Website either as a “Visitor” (which

means you are just browsing the Website and are not accessing features or services

that require you to have an account registered with Us) or a “Registered User” (which

means you have registered for an account to use certain features or services available

from Website and have agreed to be bound by any additional terms, conditions, rules,

policies or agreements that are applicable to your use of such features or services).

Any attempt to obtain unauthorized access to any portions of this Website that you are

not authorized by us to access, or to directly or indirectly interfere with, disrupt or

damage this Website, the server(s) on which it is hosted, the networks connected to

them or any other user’s account or access to this Website is strictly prohibited.

Violations of system or network security may result in civil or criminal liability.

In Our discretion, in addition to any other rights or remedies available to Us and without

any liability whatsoever, We may at any time and without notice terminate or restrict

your access to any portion of the Website.

3. MODIFICATION OF THE WEBSITE

Food For Humans reserves the right, at any time and from time to time, to modify or

discontinue, temporarily or permanently, the Website or any part thereof, with or without

notice. Food For Humans shall not be liable to you or to any third party for any such

modification, suspension or discontinuance of such Website. Food For Humans may establish

general practices and limits concerning use of the Website.

4. USER NAME AND PASSWORD

If you are a Registered User, your account may be accessed only by use of your login

name and password. You are solely responsible and liable for any use and misuse of

your login name and password and for all activities that occur under your login name

and password. For security reasons, you must keep your login name and password

confidential and not disclose them to any person or permit any other person to use

them, except an authorized representative of Food For Humans. Food For Humans recommends that you choose a password that is unique to you and not easily guessed by others. You should change your password on a regular basis, and you must log out at the end of

each session.

All login names and passwords remain the property of Food For Humans, and may be cancelled

or suspended at any time by Food For Humans without any notice or liability to you or any other

person. Food For Humans is not under any obligation to verify the actual identity or authority of

the user of any login name or password.

You must immediately notify Food For Humans of any unauthorized use of your login name or

password, or if you know or suspect that your login name or password has been lost or

stolen, has become known to any other person, or has been otherwise compromised.

Use of your login and/or password by any person that is not you is expressly prohibited

and should this occur for any reason whatsoever you are wholly and fully responsible

for all activities of such person, including any omissions by such person, when so

logged-in or accessing password protected portions of the Website. You agree to

indemnify Us for any such activities by any such person.

5. PRICING

For Buyers: There is no service fee to use Food For Humans. Unless otherwise stated on the

Website, all prices quoted for products are payable in their country of sale currency and

do not include shipping charges or any applicable duty charges or taxes. Shipping

charges may be added to your order during the checkout process by the supplier or

hub. Tax and duty charges, if any, are based on applicable tax rates based on the

delivery address associated with your order. If you have questions about the sales taxes

on your order, contact your supplier directly.

For Consumers: There is no service fee to use Food For Humans. Unless otherwise stated on

the Website, all prices quoted for products are payable in their country of sale currency

and do not include shipping charges or any applicable duty charges or taxes. Shipping

charges may be added to your order during the checkout process by the supplier. Tax

and duty charges, if any, are based on applicable tax rates based on the delivery

address associated with your order. If you have questions about the sales taxes on your

order, contact your supplier directly.

For Suppliers: Suppliers are billed a monthly subscription fee for access to the

Website. Subscription prices depend on variables such as products, catalogs, and

account users. Food For Humans reserves the right to change this pricing for any reason at any

time. If you currently belong to a pricing plan your pricing plan will be honoured without

change until the end of the calendar year. Unless otherwise stated on the Website, all

prices quoted are payable in Canadian Dollars. Applicable taxes are not included in the

monthly subscription packages and will be added at purchase. If you have questions

about the prices or taxes on your subscription please contact Food For Humans at

braydonphillips@foodforhumans.world.

For Hubs: Hubs are billed a monthly subscription fee for access to the Website.

Subscription prices depend on variables such as products, catalogs, and account users.

Food For Humans reserves the right to change this pricing for any reason at any time. If you

currently belong to a pricing plan your pricing plan will be honoured without change until

the end of the calendar year. Unless otherwise stated on the Website, all prices quoted

are payable in Canadian Dollars. Applicable taxes are not included in the monthly

subscription packages and will be added at purchase. If you have questions about the

prices or taxes on your subscription please contact Food For Humans at braydonphillips@foodforhumans.world.

Although great care is taken in the production of the Website, typographical, illustrative

or pricing errors may occur. We reserve the right to correct errors at any time. With

respect to items sold by Food For Humans, We cannot confirm the price of an item until you

order; however, We do NOT charge your Payment Method (as defined below) until after

your order has entered the shipping process. If the price of any product you order was

incorrectly displayed on the Website, We will provide you with an opportunity to place

an order at the correct price.

6. PURCHASE TERMS OF USE

Your order is subject to acceptance or cancellation by your Supplier or Hub. Your order

will be deemed to be submitted only at the point when Food For Humans sends an order

placement confirmation e-mail to the e-mail address you provided. Each accepted order

will be interpreted as a single agreement between you, your supplier or hub and Us,

independent of any other orders. All orders are subject to availability and are

cancellable by your supplier or hub. Orders are cancellable by you prior to any defined

order cut off time. Once an order cut off time has passed, orders are non-cancellable by

you.

Advertisements on Our Website are invitations to you to make offers to purchase

products and services on the Website and are not offers to sell. Your properly

completed and delivered order form constitutes your offer to purchase the products or

services referenced in your order. Your order will be deemed to be accepted only if and

when We send a shipping notice e-mail to your e-mail address. That shipping notice email constitutes Our acceptance of your order and forms a legally binding contract with

Food For Humans. The total price of your order will be charged to your Payment Method when

Our shipping notice e-mail has been sent to your e-mail address.

Suppliers and Hubs reserve the right to limit quantities, reject, correct, cancel or refuse

orders. Food For Humans reserves the right to terminate accounts, in its discretion, including,

without limitation, if Food For Humans believes that customer conduct violates applicable law or

is harmful to the interests of Food For Humans or any other party.

Distribution and delivery of products lies as a sole responsibility of the Supplier or Hub.

Food For Humans will not be responsible for any delays in delivery.

In order to protect you and Food For Humans from fraudulent transactions, Food For Humans may provide your transaction-related information to a reputable third party organization to

perform address verification. This address verification is intended to ensure that the “bill

to” address that you provide matches your Payment Method address.

7. PAYMENT

Subscriptions may be paid for by providing a valid credit card or such other payment

methods that We may accept from time to time (“Cheque or direct transfer”).

Confirmation of an order will be sent to the e-mail address associated with your order

and/or account. Payments are processed by Our third party billing and payment

processing provider (“Stripe”). By submitting an order to Us, You authorize Food For Humans

to charge the designated Payment Method for the total amount of the purchase. When

You provide Us with Your information about Your Payment Method, that information,

potentially along with other Personal Information about You, will be shared with the

Payment Provider for the purposes of processing Your payments. You hereby consent

to Our disclosure of Your information (including, but not limited to, personal information)

to the Payment Provider for the foregoing purposes. You further acknowledge and

agree that the Payment Provider may also collect from Your information about You and

the collection and use of such information will be subject to the terms of any terms of

policies put in place by such Payment Provider, which may be made available to You

during the payment information registration process. You acknowledge and agree that

Food For Humans shall have no liability to You in connection with the use and disclosure of

Your Personal Information when collected by the Payment Provider. Your Payment

Method on file must be kept current and valid. We are not obligated to provide you with

the Services in the event that your payment information is incorrect.

8. Food For Humans INTELLECTUAL PROPERTY

The names, images and logos identifying Food For Humans, all associated companies or third

parties and any products and services are proprietary marks of these parties. Nothing in

the Terms shall be construed as conferring to you any license or right under any

intellectual property right of any of the above parties unless expressly stated otherwise.

All content accessible within Website (e.g., the “look and feel” of the Website, all text,

formatting, graphics, designs, animation, images, audio, and other content, as well as

any trademarks and service marks) is proprietary to us or other parties who consent to

our use of it. The intellectual property on the Site is protected by Canadian and

international trade mark and other laws. Any use of any intellectual property without the

express of the owner is strictly prohibited

Unless otherwise stated, you may not copy, reproduce, republish, download, post, store

(including in any other website), distribute, transmit, broadcast, commercially exploit,

alter, publish, create derivative works from, or modify in any way, any of the Website’s

material or content or any advertising or sponsorship or permit or assist any third party

to do the same.

9. ACCURACY OF INFORMATION

We rely on the information you provide through the Website, including registration

information (name and e-mail address), payment information (credit card numbers and

expiration dates), and transaction-related information, which must be true, accurate,

current and complete. You will be solely responsible and liable for any and all loss,

damage, and additional costs that you, We or any other party may incur as a result of

your submission of any false, incorrect or incomplete information or your failure to

update your registration information and payment information within 30 days of any

change.

10. INDEMNIFICATION

You agree to indemnify and hold harmless Food For Humans and its respective officers,

directors, employees, from and against any and all claims, demands, expenses

(including, but not limited to, reasonable legal fees), damages, causes of action,

obligations, liabilities, losses and costs or debt arising out of, or asserted in connection

with: (i) your use of the Website; (ii) your violation of these Terms of Use; and/or (iii)

your violation of the rights of any other person or entity.

11. DISCLAIMER

Except as explicitly provided in these Terms of Use as amended from time to time, Food For Humans makes no representations or warranties of any kind, express or implied, regarding the

Website and/or any content, products or services provided on the Website, all of which are

provided on an “as is” and “as available” basis. Food For Humans does not warrant the accuracy, completeness, currency, reliability or suitability of the operation of the Website, or any of the content or data found on the Website, and expressly disclaim all warranties and

conditions in respect of the Website, its content or data, and any products or services

offered for sale on the Website, including, but not limited to, implied warranties and

conditions of merchantability, fitness for a particular purpose, title and non-infringement,

and those arising by statute or otherwise in law or from a course of dealing or usage of

trade.

While products provided on the Website or sold by Food For Humans are purchased from

reputable suppliers, due to the perishable nature of the products provided on the Website

or sold by Food For Humans, Food For Humans cannot and does not represent, warrant or guarantee the quality, integrity, size and/or freshness of such products. As well, Food For Humans cannot and does not represent, warrant or guarantee that products sold by Food For Humans will conform to the standards of any designation or labeling, such as “organic”, “fair trade”, “GMO free” or the like. Any warranty or quality claims are that of Our suppliers.

Food For Humans assumes no responsibility, and will not be liable for, any damages resulting

from any loss, illness, personal injury or death resulting from products purchased or sold

through the Website and Food For Humans.

Food For Humans is not responsible for late, lost, incomplete, illegible, misdirected or stolen

messages or mail, unavailable network connections, failed, incomplete, garbled or delayed

computer transmissions, on-line failures, hardware, software or other technical

malfunctions or disturbances or any other communications failures or circumstances

affecting, disrupting or corrupting communications.

Food For Humans assumes no responsibility, and will not be liable for, any damages to, or any

viruses affecting your computer equipment or other property on account of your access to,

use of, or browsing on the Website or your downloading of any materials, data, text,

images, video or audio from the Website.

12. LIMITATION OF LIABILITY

If Food For Humans should be found liable for any loss or damage which arises out of or

is in any way connected with any of the functions or uses of the Website or its

content, or any of the products or services offered on the Website, the liability of

Food For Humans will in no event exceed in the aggregate the amount paid by you under

these Terms of Use for the specific product or service to which the loss or

damage relates.

Food For Humans shall not be liable for your interactions with any Users, organizations

or individuals found on the Website or through the Service. This includes, but is

not limited to, payment and delivery of goods and services, and any other terms,

conditions, warranties or representations associated with such dealings. All

dealings between you and such organizations or individuals are solely between

you and such organizations or individuals and we are not a party to such

dealings. You agree that We will not in any event be liable for any damage or loss

of any kind incurred as a result of any dealings. We are under no obligation to

become involved in disputes between you and any other participants or Users on

the Website, or between you and any other participants or users and any third

party. In the event of a dispute, by agreeing to these Terms you agree to release

Us, our officers, employees, agents and successors from claims, damages and

demands of every kind, known or unknown, suspected or unsuspected, disclosed

or undisclosed, arising out of or in any way related to such disputes and the Site

and the Service.

In no event will Food For Humans be liable for any injury, loss, claim, damage, or any

special, exemplary, punitive, direct, indirect, incidental or consequential damages

of any kind (including, but not limited to economic loss, lost profits or lost

savings), whether based in contract, tort, strict liability, or otherwise, which

arises out of or is in any way connected with any products or services provided

on the Website or otherwise sold by Food For Humans, any use of the Website or its

content, the operation of the Website or any failure or delay in the operation of

the Website (including, but not limited to, the inability to use any component of

the Website for purchases), or any of the products or services offered on the

Website, even if advised of the possibility of damages.

13. THIRD PARTY WEBSITES AND LINKS

This Website may contain links to other Websites or webpages, or social networking

sites or accounts. We do not assume responsibility for the accuracy or appropriateness

of the information, data, opinions, advice, or statements contained at such other

websites or webpages, or social networking sites or accounts, and when you access

such other websites or webpages, or social networking sites or accounts, you are doing

so at your own risk. In providing links to the other websites or webpages, or social

networking sites or accounts, We are in no way acting as a publisher or disseminator of

the material contained on those other websites or webpages, or social networking sites

or accounts, and does not seek to monitor or control such other websites or webpages,

or social networking sites or accounts. A link to another website or webpage, or social

networking site or account, should not be construed to mean that We are affiliated or

associated with same. WE DO NOT RECOMMEND OR ENDORSE ANY OF THE

CONTENT, INCLUDING WITHOUT LIMITATION ANY HYPER-LINKS TO OR

CONTENT FOUND ON, OTHER WEBSITES OR WEBPAGES, OR SOCIAL

NETWORKING SITES OR ACCOUNTS. The mention of another party or its product or

service on this Website should not be construed as an endorsement of that party or its

product or service.

14. LEGAL COMPLIANCE

You agree to comply with all applicable laws, rules and regulations regarding your use

of the Website. Food For Humans reserves the right to investigate complaints or reported

violations of the Terms of Use and to take any action We deem appropriate, including,

but not limited to, termination any account that you may have as a Registered User,

reporting any suspected unlawful activity to law enforcement officials, regulators, or

other third parties and disclosing any information necessary or appropriate to such

persons or entities relating to your profile, e-mail addresses, usage history, posted

materials, IP addresses and traffic information. You acknowledge and agree that Food For Humans may investigate any violations of law and may cooperate with law enforcement

authorities in prosecuting you in this regard.

15. SUBMISSION OF IDEAS OR SUGGESTIONS

At Food For Humans, We are always looking to improve the Website, Our products and Our

services. If you have ideas or suggestions, Food For Humans would like to hear them; however,

any submission will be subject to these Terms of Use. Food For Humans does not, however,

desire that you send post or upload any information that is confidential or proprietary to

you or to any other person or company. By submitting comments, messages,

suggestions, ideas, concepts or other information (collectively, “Submissions”) to Food For Humans, you thereby and hereby: (a) represent and warrant that none of the Submissions

are confidential or proprietary to you or to any other party; (b) represent and warrant

that none of the Submissions breach any agreement to which you are a party; and (c)

grant Food For Humans an exclusive fully paid-up, royalty-free, perpetual, irrevocable,

unrestricted, transferable, sub-licensable, worldwide right and license to the right to use,

share and commercialize your Submissions in any way and for any purpose. You also

waive, in favour of Food For Humans and its successors and assigns, any and all of your moral

rights in and to all Submissions. Furthermore, you agree that Food For Humans is not

responsible for the confidentiality of any Submissions. These rights survive this

agreement.

16. ANONYMIZED USER DATA

In using the Services you hereby grant Us full rights to anonymize your data and

information so that it does not identify you as a user, identify specific transactions

carried out by you, or contain any other confidential user information (“Anonymous

Data”). You agree that We: (i) have full ownership over Anonymous Data; (ii) have full

license to create derivative works and extract information from Anonymous Data; (iii)

have full license to combine Anonymous Data (hereafter “Aggregate Data”); (iv) have

the right to use the Aggregate Data on an Aggregate Basis only in the furtherance of

Our business; and (v) may disclose, sell and publish Aggregate Data on an Aggregate

Basis to any party through any means. “Aggregate Basis” refers to the combination of

parts of information collected or processed from the user, not containing the user’s

name, with other information from any or all other users of the Services. We assert that

user information used on an Aggregate Basis will not be used in a manner that

discloses any individually identifiable information about the user or any specific

transactions in which the user has engaged.

We are prohibited from disclosing user information other than on an Aggregate Basis

except in accordance with the Privacy Policy or with your express consent.

17. AMENDMENTS

We reserve the right, in Our discretion, to amend this Agreement at any time by posting

amendments on this Website. You are responsible for periodically reviewing the

amendments on this Website and you are deemed to be aware of such amendments. If

you do not agree to the amended terms and conditions, you shall immediately stop

using this Website. Access to this Website or use of this Website after any amendments

have been posted shall constitute your acknowledgement and acceptance of the

amended terms and conditions of this Agreement. No supplement, modification or

amendment to this Agreement shall be binding on Us unless executed by Us in writing.

18. GENERAL TERMS

The Terms of Use shall be treated as though it were executed and performed in

Ontario, Canada and shall be governed by and construed in accordance with the laws

of Ontario, Canada without regard to conflict of law principles. In addition, you agree to

submit to the personal jurisdiction and venue of such courts.

Should any part of the Terms of Use be held invalid or unenforceable, that portion shall

be construed consistent with applicable law and the remaining portions shall remain in

full force and effect. Certain parts of these Terms will survive even if this agreement is

terminated.

These Terms and the rights, benefits and obligations contained herein are fully

assignable by Us and will be binding upon and inure to the benefit of our successors

and assigns.

To the extent that any content in the Website conflicts or is inconsistent with the Terms

of Use, the Terms of Use shall take precedence.

No agency, partnership, joint venture, employee-employer, or franchiser-franchisee

relationship is intended or created by these Terms.

Our failure to enforce any provision of the Terms of Use shall not be deemed a waiver

of such provision nor of the right to enforce such provision. The rights of Food For Humans

under the Terms of Use shall survive the termination of the Terms of Use.

These Terms of Use, and any rights or licenses granted or waived herein, may not be

transferred or assigned by you, but may be assigned by Food For Humans without restriction.

The headings used in these Terms of Use are included for convenience only and will

not limit or otherwise affect these Terms of Use.

19. ONLINE PRIVACY STATEMENT

With respect to your privacy, please read our Online Privacy Statement located on

Food For Humans.ca, carefully since it describes, among other things, how we collect, use, share,

transmit, process, transfer, store and secure information obtained when you access and

use our Site. You acknowledge and agree that you are solely responsible for the

accuracy and content of your personal information and you agree to keep it up to date.

20. HOW TO CONTACT US

Any questions about these Terms of Use should be directed to:

braydonphillips@foodforhumans.world