Membership Subscription Terms of Use

Last Updated: 10/1/2023

 

Ownership of App; Agreement to Terms of

Use

These Terms and Conditions of Use (the "Terms of Use") apply to

the DxT app, My Cart!, and all associated Apps linked to the App by DxT,

its subsidiaries and affiliates, including DxT Apps around the world

(collectively, the "App"). The App is the property of DxT LLC ("DxT")

and its licensors. BY USING THE APP, YOU AGREE TO THESE TERMS OF USE; IF

YOU DO NOT AGREE, DO NOT USE THE APP. DxT reserves the right, at its

sole discretion, to change, modify, add or remove portions of these

Terms of Use, at any time. It is your responsibility to check these

Terms of Use periodically for changes. Your continued use of the App

following the posting of changes will mean that you accept and agree to

the changes. As long as you comply with these Terms of Use, DxT grants

you a personal, non-exclusive, non-transferable, limited privilege to

enter and use the App. Content All text, graphics, user

interfaces, visual interfaces, photographs, trademarks, logos, sounds,

music, artwork and code (collectively, "Content"), including but not

limited to the design, structure, selection, coordination, expression,

"look and feel" and arrangement of such Content, contained on the App is

owned, controlled or licensed by or to DxT, and is protected by trade

dress, copyright, patent and trademark laws, and various other

intellectual property rights and unfair competition laws. Except as

expressly provided in these Terms of Use, no part of the App and no

Content may be copied, reproduced, republished, uploaded, posted,

publicly displayed, encoded, translated, transmitted or distributed in

any way (including "mirroring") to any other phone, app, computer,

server, Web App or other medium for publication or distribution or for

any commercial enterprise, without DxT’s express prior written consent.

 

Eligibility

You must be at least 18 years old to use the

App. By using the App, you represent and warrant that you are at least

18 years old.

 

Your Use of the App

You may not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device,

program, algorithm or methodology, or any similar or equivalent manual

process, to access, acquire, copy or monitor any portion of the App or

any Content, or in any way reproduce or circumvent the navigational

structure or presentation of the App or any Content, to obtain or

attempt to obtain any materials, documents or information through any

means not purposely made available through the App. DxT reserves the

right to bar any such activity. You may not attempt to gain unauthorized

access to any portion or feature of the App, or any other systems or

networks connected to the App or to any DxT server, or to any of the

services offered on or through the App, by hacking, password "mining" or

any other illegitimate means. You may not probe, scan or test the

vulnerability of the App or any network connected to the App, nor breach

the security or authentication measures on the App or any network

connected to the App. You may not reverse look-up, trace or seek to

trace any information on any other user of or visitor to the App, or any

other customer of DxT, including any DxT account not owned by you, to

its source, or exploit the App or any service or information made

available or offered by or through the App, in any way where the purpose

is to reveal any information, including but not limited to personal

identification or information, other than your own information, as

provided for by the App. You agree that you will not take any action

that imposes an unreasonable or disproportionately large load on the

infrastructure of the App or DxT’s systems or networks, or any systems

or networks connected to the App or to DxT. You agree not to use any

device, software or routine to interfere or attempt to interfere with

the proper working of the App or any transaction being conducted on the

App, or with any other person’s use of the App. You may not forge

headers or otherwise manipulate identifiers in order to disguise the

origin of any message or transmittal you send to DxT on or through the

App or any service offered on or through the App. You may not pretend

that you are, or that you represent, someone else, or impersonate any

other individual or entity. You may not use the App or any Content for

any purpose that is unlawful or prohibited by these Terms of Use, or to

solicit the performance of any illegal activity or other activity which

infringes the rights of DxT or others.

 

Accounts, Passwords and Security

Certain features or services offered on or through the App may

require you to create an account (which may include authentication via

one of the provided methods, including, but not limited to, providing an

email and creating a password). You are entirely responsible for

maintaining the confidentiality of the information you hold for your

account, including your password, and for any and all activity that

occurs under your account as a result of your failing to keep this

information secure and confidential. You agree to notify DxT immediately

of any unauthorized use of your account or password, or any other breach

of security. You may be held liable for losses incurred by DxT or any

other user of or visitor to the App due to someone else using your login

credentials or account as a result of your failing to keep your account

information secure and confidential. You may not use anyone else’s login

credentials or account at any time without the express permission and

consent of the holder of those login credentials or account. DxT cannot

and will not be liable for any loss or damage arising from your failure

to comply with these obligations.

 

Purchases; Other Terms and Conditions

Additional terms and conditions may apply to purchases of goods

or services and to specific portions or features of the App, including

contests, promotions or other similar features, all of which terms are

made a part of these Terms of Use by this reference. You agree to abide

by such other terms and conditions, including where applicable

representing that you are of sufficient legal age to use or participate

in such service or feature. If there is a conflict between these Terms

of Use and the terms posted for or applicable to a specific portion of

the App or for any service offered on or through the App, the latter

terms shall control with respect to your use of that portion of the App

or the specific service. DxT’s obligations, if any, with regard to its

products and services are governed solely by the agreements pursuant to

which they are provided, and nothing on this App should be construed to

alter such agreements. DxT may make changes to any products or services

offered on the App, or to the applicable prices for any such products or

services, at any time, without notice. The materials on the App with

respect to products and services may be out of date, and DxT makes no

commitment to update the materials on the App with respect to such

products and services.

 

User Content

You may have the opportunity to submit content, including reviews, ratings, comments, and

photos, through the App ("User Content"). You grant DxT a worldwide,

royalty-free, non-exclusive, perpetual, irrevocable, and fully

sublicensable right to use, reproduce, modify, adapt, publish,

translate, create derivative works from, distribute, and display your

User Content in any media.

 

Terms of Idea Submission

You agree that: (1) your submissions and their contents along with related

intellectual property rights will automatically become the property of

DxT, without any compensation to you; (2) DxT may use or redistribute

the submissions and their contents for any purpose and in any way on an

unrestricted basis; (3) there is no obligation for DxT to review the

submissions; and (4) there is no obligation to keep any submissions

confidential.

 

Product Feedback

DxT does, however, welcome your feedback regarding many areas of DxT’s existing business.

If you want to send us feedback, we request that you use the email

and/or forms located within the app, where you can choose from the many

listed areas for your feedback. Please provide only specific feedback on

DxT’s existing products, services and marketing strategies using those

methods provided; and do not send or provide any submissions other than

using those methods.

 

Feedback and Information

Any feedback you provide at this App will be deemed to be non-confidential

and not proprietary. DxT will be free to use and redistribute such

information on an unrestricted basis, without any compensation to you.

 

Payments

a. Payment Processing: When you order meals through the App, you agree to pay for those meals and any applicable fees. Payments for the App’s monthly subscription will be processed

through the applicable store that is related to the phone you are using

and will be limited to the Apple App Store for iOS users and the Google

Play Store for Android users. Payments for the items, ingredients,

meals, etc. will be made to and processed through the applicable grocery

store that you have elected to purchase from.

 

b. Cancellation

and Refunds: Cancellation and refund policies are specified via the

Terms provided by the applicable app store that you are using. We do not

provide refunds for any subscriptions or other services provided.

 

Termination

DxT may terminate or suspend your account

and access to the App at its sole discretion, with or without cause, and

without notice.

​

Disclaimers

DxT DOES NOT PROMISE THAT THE APP OR ANY CONTENT, SERVICE OR FEATURE OF THE APP WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE

OF THE APP WILL PROVIDE SPECIFIC RESULTS. THE APP AND ITS CONTENT ARE

DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ALL INFORMATION

PROVIDED ON THE APP IS SUBJECT TO CHANGE WITHOUT NOTICE. DxT CANNOT

ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE APP WILL BE

FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. DxT DISCLAIMS

ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF

ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR

PURPOSE. DxT DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND

CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE

OF THE APP AND/OR ANY DxT SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR

YOUR USE OF THE APP AND ANY LINKED APPS. YOUR SOLE REMEDY AGAINST DxT

FOR DISSATISFACTION WITH THE APP OR ANY CONTENT IS TO STOP USING THE APP

OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN

BETWEEN THE PARTIES. The above disclaimer applies to any damages,

liability or injuries caused by any failure of performance, error,

omission, interruption, deletion, defect, delay in operation or

transmission, computer virus, communication line failure, theft or

destruction of or unauthorized access to, alteration of, or use, whether

for breach of contract, tort, negligence or any other cause of action.

DxT reserves the right to do any of the following, at any time, without

notice: (1) to modify, suspend or terminate operation of or access to

the App, or any portion of the App, for any reason; (2) to modify or

change the App, or any portion of the App, and any applicable policies

or terms; and (3) to interrupt the operation of the App, or any portion

of the App, as necessary to perform routine or non-routine maintenance,

error correction, or other changes.

 

Limitation of Liability

Except where prohibited by law, in no event will DxT be liable

to you for any indirect, consequential, exemplary, incidental or

punitive damages, including lost profits, even if DxT has been advised

of the possibility of such damages. If, notwithstanding the other

provisions of these Terms of Use, DxT is found to be liable to you for

any damage or loss which arises out of or is in any way connected with

your use of the App or any Content, DxT’s liability shall in no event

exceed the greater of (1) the total of any subscription or similar fees

with respect to any service or feature of or on the App paid in the six

months prior to the date of the initial claim made against DxT (but not

including the purchase price for any DxT hardware or software products

or any DxTCare or similar support program), or (2) US$100.00. Some

jurisdictions do not allow limitations of liability, so the foregoing

limitation may not apply to you. {'\n\n'}Indemnity {'\n\n'}You agree to

indemnify and hold DxT, its officers, directors, shareholders,

predecessors, successors in interest, employees, agents, subsidiaries

and affiliates, harmless from any demands, loss, liability, claims or

expenses (including attorneys’ fees), made against DxT by any third

party due to or arising out of or in connection with your use of the

App. {'\n\n'}Violation of These Terms of Use

{'\n\n'}DxT may disclose any information we have about you (including

your identity) if we determine that such disclosure is necessary in

connection with any investigation or complaint regarding your use of the

App, or to identify, contact or bring legal action against someone who

may be causing injury to or interference with (either intentionally or

unintentionally) DxT’s rights or property, or the rights or property of

visitors to or users of the App, including DxT’s customers. DxT reserves

the right at all times to disclose any information that DxT deems

necessary to comply with any applicable law, regulation, legal process

or governmental request. DxT also may disclose your information when DxT

determines that applicable law requires or permits such disclosure,

including exchanging information with other companies and organizations

for fraud protection purposes. You acknowledge and agree that DxT may

preserve any transmittal or communication by you with DxT through the

App or any service offered on or through the App, and may also disclose

such data if required to do so by law or DxT determines that such

preservation or disclosure is reasonably necessary to (1) comply with

legal process, (2) enforce these Terms of Use, (3) respond to claims

that any such data violates the rights of others, or (4) protect the

rights, property or personal safety of DxT, its employees, users of or

visitors to the App, and the public. You agree that DxT may, in its sole

discretion and without prior notice, terminate your access to the App

and/or block your future access to the App if we determine that you have

violated these Terms of Use or other agreements or guidelines which may

be associated with your use of the App. You also agree that any

violation by you of these Terms of Use will constitute an unlawful and

unfair business practice, and will cause irreparable harm to DxT, for

which monetary damages would be inadequate, and you consent to DxT

obtaining any injunctive or equitable relief that DxT deems necessary or

appropriate in such circumstances. These remedies are in addition to any

other remedies DxT may have at law or in equity. You agree that DxT may,

in its sole discretion and without prior notice, terminate your access

to the App, for cause, which includes (but is not limited to) (1)

requests by law enforcement or other government agencies, (2) a request

by you (self-initiated account deletions), (3) discontinuance or

material modification of the App or any service offered on or through

the App, or (4) unexpected technical issues or problems. If DxT does

take any legal action against you as a result of your violation of these

Terms of Use, DxT will be entitled to recover from you, and you agree to

pay, all reasonable attorneys’ fees and costs of such action, in

addition to any other relief granted to DxT. You agree that DxT will not

be liable to you or to any third party for termination of your access to

the App as a result of any violation of these Terms of Use. {'\n\n'}

Governing Law; Dispute Resolution {'\n\n'}You agree that all matters

relating to your access to or use of the App, including all disputes,

will be governed by the laws of the United States and by the laws of the

State of Missouri without regard to its conflicts of laws provisions.

You agree to the personal jurisdiction by and venue in the state and

federal courts and waive any objection to such jurisdiction or venue.

The preceding provision regarding venue does not apply if you are a

consumer based in the European Union. If you are a consumer based in the

European Union, you may make a claim in the courts of the country where

you reside. Any claim under these Terms of Use must be brought within

one (1) year after the cause of action arises, or such claim or cause of

action is barred. Claims made under the separate terms and conditions of

purchase for goods and services are not subject to this limitation. No

recovery may be sought or received for damages other than out-of-pocket

expenses, except that the prevailing party will be entitled to costs and

attorneys’ fees. In the event of any controversy or dispute between DxT

and you arising out of or in connection with your use of the App, the

parties shall attempt, promptly and in good faith, to resolve any such

dispute. If we are unable to resolve any such dispute within a

reasonable time (not to exceed thirty (30) days), then either party may

submit such controversy or dispute to mediation. If the dispute cannot

be resolved through mediation, then the parties shall be free to pursue

any right or remedy available to them under applicable law.