Terms of Service - SaladCloud

Last Updated: June 11, 2023

Welcome to Salad.com, a website (the “Site”) and the Salad web application (the “App”) operated by Salad Technologies, Inc. (the “Company”). The following Terms of Use (“Terms”) apply when you use any part of the “Site” and/or download the App and/or click “I accept” to these Terms. The term "Site" is often used in these Terms to refer to both the Site and App collectively.Please review these Terms carefully. By accessing or using the Site or App, you show you agree to these Terms. If you don’t agree to these Terms, you may not access or use the Site or App.

You agree that your purchases and/or use of the Services are not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Company or any of its affiliates regarding future functionality or features. If you have entered into a order form or other separate written agreement with Company for use of the Services, the terms and conditions of such order form or other agreement shall prevail over any conflicting terms or conditions in these Terms with respect to the Services specified in such agreement.

Certain features of the Services may be subject to additional terms or rules which will be posted on the Services or website in connection with such features. To the extent such additional terms or rules conflict with these Terms, such terms of rules shall govern solely with respect to such features. In all other situations, these Terms shall govern.
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ABOUT THE SITE

‍Salad cloud customers (“Customers”) can utilize our compute network to serve containerized cloud computing jobs. If you have entered into a separate written agreement with the Company a for use of the Services, the terms and conditions of such other agreement shall prevail over any conflicting terms or conditions in these Terms with respect to the Services specified in such agreement. If you’re just visiting our Site, or if you’re a “Chef,” please see our Terms of Use for Website Visitors and Chefs.Services provided via the Site are called the “Service.” The Site allows you to register for the Service. As discussed in our Privacy Policy, when you register for the Service you'll be asked to provide certain information about yourself. For Customers, we collect your name, company name, email address, and business address. Customers will be asked to create a password. Also, please note that the Site is under constant development. New features may be added frequently, so it’s important to check back to this page for updates.

ABOUT THE SITE
- ‍Salad cloud customers (“Customers”) can utilize our compute network to serve containerized cloud computing jobs. If you have entered into a separate written agreement with the Company a for use of the Services, the terms and conditions of such other agreement shall prevail over any conflicting terms or conditions in these Terms with respect to the Services specified in such agreement. If you’re just visiting our Site, or if you’re a “Chef,” please see our Terms of Use for Website Visitors and Chefs. Services provided via the Site are called the “Service.” The Site allows you to register for the Service. As discussed in our Privacy Policy, when you register for the Service you'll be asked to provide certain information about yourself. For Customers, we collect your name, company name, email address, and business address. Customers will be asked to create a password. Also, please note that the Site is under constant development. New features may be added frequently, so it’s important to check back to this page for updates.
PAID SERVICES FOR CUSTOMERS
- To use the paid Service, Customers will be charged fees. Fees are currently collected via Stripe (our "Billing Service Provider"), which has its own legal terms. You will be required to enter your payment information before you can use the paid Service. Upon adding billing information you will be charged an upfront fee that is disclosed within the site to cover initial credit usage.
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  For our Salad Cloud product, we charge for the usage of the product based on the resources selected (for example, CPU, RAM, GPU, etc.) and the number of machines that the application runs on. Usage is rounded to the nearest second and billed monthly (or at another interval you select) at an hourly rate, with payment due within seven (7) days of our invoice.
  
  You will be required to provide the Company and/or its Billing Service Provider with information regarding your credit card or other payment method. You represent and warrant that such information is true and that you are authorized to use the payment method.
  
  You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date).
  
  You hereby authorize the Company to bill you in accordance with the terms of your plan until you terminate your account, and you agree to pay any charges so incurred. If you dispute any charges you must notify the Company within thirty (30) days after the date that you are billed.
  
  You can terminate your use of the Service, change your password, and otherwise manage your account using the Site and App.
  
  We reserve the right to change the Company’s fees. If the Company does change its fees, the Company will provide notice of the change on the Site or App or in email to you, at Company’s option, at least 14 days before the change is to take effect.
  
  Your continued use of the Service after the fee change becomes effective constitutes your agreement to pay the changed amount. If you properly terminate your paid account, you will not be charged for future months or other time periods you select. However, you will not receive a refund for Services for which you have already paid.
CREDITS AND PROMOTIONS
We may offer promotional credits (such as $25 credits) to new users upon sign-up or prepaid purchases. These credits are limited to one per customer. We reserve the right to limit, suspend, or revoke credits or promotional offers if we determine, in our sole discretion, that users are attempting to abuse or circumvent these offers through multiple accounts, organizations, or other means.
USE OF THE SITE
- You need to be at least 18 years old to use the Site as a Customer.
- You hereby affirm we have the right to terminate your account with or without prior notice or cause.
USER CONTENT

If you are a Customer, you acknowledge that you may be able to transmit or process data/information (such as data files, written text, computer software, audio or video files or other material) through use of the Services. All such information is referred to below as “User Content.”

You agree that you are solely responsible for (and that the Company has no responsibility to you or to any third party for) any User Content, and for the consequences of your actions (including any loss or damage which the Company may suffer) in connection with such User Content.

If you are registering for these Services on behalf of an organization, you also agree that you are also responsible for the actions of associated users and for any User Content that such associated Users might upload, record, publish, post, link to, or otherwise transmit or process through use of the Services.

The Company may refuse to transmit, store, or process your User Content for any or no reason. The Company may remove your User Content from the Services at any time if you violate these Terms or if the Services are canceled or suspended. If User Content is stored using the Services with an expiration date, the Company may also delete the User Content as of that date. User Content that is deleted may be irretrievable.

You agree that the Company has no responsibility or liability for the deletion of, or failure to store, any User Content. By submitting or uploading User Content on or through the Service you give the Company a worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such User Content for the purpose of enabling the Company to provide you with the Services, and for the limited purposes stated in our Privacy Policy.
USE RESTRICTIONS
Your permission to use the Site is conditioned upon the following restrictions and conditions. You agree that you will not:
1. use, display, mirror or frame the Site or any individual element within the Site, Company’s name, any Company trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page or within the App, without Company’s express written consent;
2. access, tamper with, or use non-public areas of the Site, Company’s computer systems, or the technical delivery systems of Company’s providers;
3. attempt to probe, scan or test the vulnerability of any Company system or network or breach any security or authentication measures;
4. avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Company or any of Company’s providers or any other third party (including another user) to protect the Site;
5. use any meta tags or other hidden text or metadata utilizing a Company trademark, logo URL or product name without Company’s express written consent;
6. use the Site, or any portion thereof, for any commercial purpose or for the benefit of any third party other than as permitted by these Terms;
7. forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site to send altered, deceptive or false source-identifying information;
8. collect or store any personally identifiable information from the Site or from other users of the Site without their express permission;
9. impersonate or misrepresent your affiliation with any person or entity;
10. sublicense, resell, rent, lease, transfer, assign, timeshare, or otherwise commercially exploit or make the Site available to any third party;
11. use the Site for any unlawful purpose or for the promotion of illegal activities, including disseminating, promoting or facilitating child sexual abuse material or engaging in human trafficking;
12. use the Site to attempt to, or harass, abuse or harm another person or group;
13. use another user’s account without permission;
14. interfere or attempt to interfere with the proper functioning of the Site;
15. make any automated use of the Site, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;
16. attempt to decipher, reverse engineer, decompile, or disassemble any portion of the Site, the App, or the software used to provide the Service;
17. bypass any robot exclusion headers or other measures we take to restrict access to the Site or use any software, technology, or device to scrape, spider, or crawl the Site or harvest or manipulate data;
18. publish or link to malicious content intended to damage or disrupt another user’s browser, computer, or mobile device; or
19. encourage or enable any other individual to do any of the foregoing.
MONITORING AND COMPLIANCE
Although the Company is not obligated to monitor access to or use of the Site or to review or edit any Content, we have the right to do so for the purpose of operating the Site, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to the Site or any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable, illegal, or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
INTELLECTUAL PROPERTY
You acknowledge and agree that the Company and its licensors retain ownership of all intellectual property rights of any kind related to the Site, including applicable copyrights, trademarks, and other proprietary rights. The Company reserves all rights that are not expressly granted to you under these Terms.
FEEDBACK

We welcome and encourage you to provide feedback, comments, and suggestions for improvements of the Site (“Feedback”). You may submit Feedback by emailing us at [email protected]. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable (through several tiers) and transferable license under any and all intellectual property rights that you own or control in relation to the Feedback to use, reproduce, view, communicate to the public by any means, print, copy (whether onto hard disk or other media), edit, translate, perform and display (publicly or otherwise), distribute, redistribute, modify, adapt, make, sell, offer to sell, transmit, license, transfer, stream, broadcast, create derivative works from, and otherwise use and exploit the Feedback for any purpose.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless the Company from any and all claims, liabilities, expenses, and damages, including reasonable attorneys' fees and costs, made by any third party related to: (a) your use or attempted use of the Site and/or Services; or (b) your violation of any law or rights of any third party.
USER CONSENT TO RECEIVE COMMUNICATIONS IN ELECTRONIC FORM
For contractual purposes, you (a) consent to receive emails via the email address you have submitted when you sign up on the Site; and (b) agree that all Terms, agreements, notices, disclosures, and other communications that the Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights. The Company may also use your email address to send you other messages, including information about the Company and Site and special offers. You may opt out of such email by changing your account settings or sending an email to [email protected].
WARRANTY DISCLAIMER
THE SITE AND SERVICE ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SITE AND SERVICE INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE SITE WILL BE UNINTERRUPTED OR ERROR FREE.

THE COMPANY DOES NOT GUARANTEE OR PROMISE ANY SPECIFIC RESULTS FROM THE USE OF OR INABILITY TO USE THE SITE. WE DO NOT STATE OR WARRANT THAT THE SITE, POINTS RESULTS AND POTENTIAL REWARDS ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. When using the Platform, fees for used Internet traffic, mobile data, and other related services might be applied for users of certain Internet service providers. the Company takes no responsibility for shared traffic-related or any additional costs you might experience in accordance with your Internet service (or other services) provider’s agreement in any circumstances. The use of the Platform may be prohibited or restricted by your service provider. The Platform might also not be appropriate for all service providers’ rules and policies – therefore, you should confirm the ability to use our Platform with your service provider.

YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR UPLOADING, DOWNLOADING, AND/OR USE OF FILES, INFORMATION, CONTENT OR OTHER MATERIAL SENT TO OR OBTAINED FROM THE SITE. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF WARRANTY, SO THIS PROVISION MAY NOT APPLY TO YOU.
LIMITATION OF DAMAGES;
RELEASE TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, DIRECTORS, OR EMPLOYEES, OR ITS LICENSORS OR PARTNERS, BE LIABLE TO YOU FOR ANY LOSS OF PROFITS, USE, OR DATA, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, HOWEVER ARISING, THAT RESULT FROM (A) YOUR USE OR INABILITY TO USE THE SITE; (B) THE SITE GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SITE AND SERVICE AVAILABLE; OR (C) ANY OTHER INTERACTIONS WITH THE COMPANY OR ANY OTHER USER OF THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), FRAUD, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT WILL COMPANY’S LIABILITY TO YOU EXCEED $10. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF LIABILITY, SO THIS PROVISION MAY NOT APPLY TO YOU.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
MODIFICATION OF TERMS OF USE
The Company can amend these Terms at any time. It’s your responsibility to check the Site from time to time to view any such changes. If you continue to use the Site, you show your agreement to our revisions to these Terms. Any changes to these Terms (other than as set forth in this paragraph) or waiver of the Company’s rights hereunder shall not be valid or effective except in a written agreement bearing the physical signature of an officer of the Company. No purported waiver or modification of these Terms by the Company via telephonic or email communications shall be valid.
PRIVACY POLICY
The Company respects the privacy of its users. Please refer to our Privacy Policy (found here), which explains how we collect, use, and disclose information that pertains to your privacy. When you access or use the Site, you show that you agree to this Privacy Policy.
GENERAL TERMS
If any part of these Terms is held invalid or unenforceable, that portion of the Terms will be construed consistent with applicable law. The remaining portions will remain in full force and effect. Any failure on the part of the Company to enforce any provision of these Terms will not be considered a waiver of our right to enforce such provision. Our rights under these Terms will survive any termination of these Terms.

You agree that any legal action related to or arising out of your relationship with the Company must commence within ONE year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

These Terms and your use of the Site and Service are governed by the federal laws of the United States of America and the laws of the State of Utah, without regard to conflict of law provisions.

You agree to resolve any claims relating to these Terms or the Site through final and binding arbitration. Any arbitration will be conducted by the American Arbitration Association (AAA) under its commercial arbitration rules. The arbitration will be held in Springfield, MO.ARBITRATION MUST BE ON AN INDIVIDUAL BASIS. THIS MEANS NEITHER YOU NOR THE COMPANY MAY JOIN OR CONSOLIDATE CLAIMS IN ARBITRATION BY OR AGAINST OTHER USERS OR LITIGATE IN COURT OR ARBITRATE ANY CLAIMS AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.

If you attempt to bring any legal action against the Company based in any way on the Site you agree that, in the event you do not prevail or the Company does prevail, you will reimburse the Company for any costs and attorneys’ fees associated with its defense of the action.

The Company may assign or delegate these Terms and/or the Company’s Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms or Privacy Policy without the Company’s prior written consent, and any unauthorized assignment and delegation by you is void.
NOTICE FOR CALIFORNIA USERS
Under California Civil Code Section 1789.3, California users are entitled to the following specific consumer rights notice: Current rates for the Service are here. You may contact us at [email protected]. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210.
YOUR AGREEMENT
YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS, UNDERSTAND THE TERMS, AND WILL BE BOUND BY THESE TERMS. YOU FURTHER ACKNOWLEDGE THAT THESE TERMS TOGETHER WITH THE PRIVACY POLICY REPRESENT THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US AND THAT IT SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.