MomoLab, LLC Terms of Use

LAST UPDATED : April 27, 2015

We are pleased that you have elected to visit this Website (referred to herein as the “Website” or the “Site”), operated by, or on behalf of MomoLab LLC on its own behalf (“MomoLab”, “us” and “we”).

Please read these Terms of Use (“Terms of Use”) carefully and ensure you understand them. These Terms of Use, including all documents referenced herein, represent the entire understanding and agreement between MomoLab and you regarding your use of this Website and supersede any prior statements or representations. This Website’s Privacy Policy is incorporated into these Terms of Use by reference and is made a part hereof. You are not authorized to use the Website if you do not agree to all or any of these Terms and Conditions.

 

Changes to the Terms of Use

From time to time, these Terms of Use may change. MomoLab reserves the right to modify these Terms of Use without prior individual notice. We will post changes to the Terms of Use on this Website and changes will become effective once posted. Your continued access to or use of the Website will be deemed as acceptance by you of the then-current Terms of Use. Please review these Terms of Use often so that you will remain abreast of our current policies.

You can tell when the Terms of Use were last modified by checking the “last updated” date that appears at the top.

 

Use of this Website

Access to, distribution and/or use of this Website is subject to all applicable laws and regulations. To the extent that access to, distribution and/or use of this Website would be deemed illegal by applicable law, such access, distribution and/or use is prohibited. Each time you visit any area on the Website and/or register for any interactive functionality of the Website, you are deemed to have confirmed your acceptance to these Terms of Use and the Website’s Privacy Policy. If you do not agree to abide by these Terms of Use and the Privacy Policy, please do not use this Website.

By having clicked your acceptance of these Terms of Use, and/or entering and participating in the activities offered on this Site, you affirm, represent and warrant that: (a) you are a resident of the United States and 18 years of age or older; (b) all information you submit via the Site shall be truthful and accurate (and you will maintain the accuracy of such information); (c) you will abide by these Terms of Use; and (d) your use of the Website shall not otherwise violate any applicable law, rule or regulation.

MomoLab may terminate your right to access and/or use this Website at any time.

 

Use of Materials 

Material on this Website, including but not limited to sound recordings, images, logos, User Content, trademarks and Works (collectively referred to as the "Material"), is protected under various intellectual property laws and owned or controlled by MomoLab, or used with permission of the owner(s) of such Material. The display of Materials at this Website does not imply that a license of any kind has been granted to you.

MomoLab hereby grants you permission to use the Website as set forth in these Terms of Use, provided that:

(i) your use of the Website as permitted is solely for your personal, noncommercial use;

(ii) you will not copy or distribute any part of the Website in any medium and you will not “frame” the Website or any Materials in any site you create or operate without MomoLab’s prior written authorization; you will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website; and,

(iii) you will otherwise comply with these Terms of Use and applicable laws.

In order to access some features of the Website, you may have to create an account. When creating an account, you must provide accurate and complete information and you may not use a fake identity or any other individual’s identity.

Except as otherwise indicated on this Website, copying, reproducing, uploading, downloading, transmitting or any other use of this Website or of any of the Material, in whole or part, without the express permission of MomoLab, is prohibited. You may download digital files where expressly permitted. Any unauthorized access to, use or copying of this Website and/or the Materials may subject you to liability under applicable law, and may result in legal action.

 

Privacy

Please see MomoLab’s Privacy Policy for information concerning the collection and use of Personal Information from this Website.

 

Promotions, Sweepstakes and Contests

On occasion MomoLab, or certain advertisers or suppliers to this Site, may elect to conduct certain promotions, sweepstakes or contests (collectively, “Promotion(s)”) on this Site. Each such Promotion may have specific rules and regulations which will be made available to users and which shall be deemed incorporated in and become a part of these Terms of Use. By participating in any Promotion, you are deemed to have accepted the rules and regulations for that Promotion, and to have agreed to abide and be bound by them.

 

Links

From time to time, the MomoLab Website may contain links to other websites that are not controlled and/or maintained by MomoLab. Access to and use of such other websites is at your own risk and subject to any Terms of Use and Privacy Policies which govern such websites. By providing such links, MomoLab shall not be deemed to endorse, recommend, approve, guarantee or introduce any third parties or their services or products, or any facts, views, advice, information, promotions and/or products found on such websites. MomoLab is not responsible for the content contained on any such websites, or for the failure of any product or service offered for sale or advertised on any such websites or for any damages that may result therefrom. Copyrights in the materials or information on the linked websites are owned by other organizations. Moreover, such other websites may have privacy policies or terms of use that differ from those of the MomoLab Website and/or may provide their users with less security than the MomoLab Website. Accordingly, you should review the privacy policies and terms of use on such other sites before using them.

 

Password Responsibility

When you create an account (for example, in connection with the purchase of products at this Site, you may be asked to choose a password which you would use to access the secure portion of the Website, and which may be required when you are seeking to participate in certain offerings of the Site. You are responsible for maintaining the confidentiality of your password. You agree not to (i) use the account, username or password of any other user of the Site at any time, (ii) share your account, or (iii) disclose your password to any third party. You agree to notify MomoLab immediately if you suspect any unauthorized access to or use of your account or password. You are solely responsible for any and all use of your account and password.

 

Non-Commercial Use

You may not use the Website or any Materials provided herein in connection with any commercial endeavors except those that are specifically endorsed or approved in writing by MomoLab’s management.

 

User Submitted Content

On certain sections of this Site, users may be permitted to: post, display and/or publish (“post”) comments, information, creative works (including but not limited to text, images, and/or photos) or other materials (“User Content”). You acknowledge and agree that you are solely responsible for any User Content that you post. You further acknowledge and agree that MomoLab has no responsibility for, and makes no representations concerning, any User Content posted at this Site and will not be liable for any User Content that is in violation of these Terms of Use. With respect to all User Content that you post, you represent and warrant that: (i) the material is either fully original to you or that you have all necessary rights, licenses and permissions needed to post the material at this Site (including but not limited to all copyright and right of publicity/privacy rights); (ii) such User Content will not infringe or violate the rights of any person or entity, or violate any governmental rule, regulation statute or law, or the Terms of Use; (iii) no money will be owing to any party as a result of the posting or use of the User Content or its use as contemplated by these Terms of Use; and (iv) you will be responsible for all User Content submitted through your account, and for all purposes under these Terms of Use, all User Content submitted from your account shall be deemed to have been submitted by you.

MomoLab does not monitor User Content. MomoLab has no control over, and does not endorse, any User Content and expressly disclaims any and all liability in connection with any User Content. However, in connection with User Content posted at this Site, in addition to all other rights it has under this Agreement, at law or in equity, MomoLab reserves the right, in its sole and absolute discretion, to remove without notice, or refuse to post in the first instance, any User Content.

Any private or public communications, including any User Content, sought to be posted at the Site must conform, in the sole and exclusive opinion of MomoLab, to the following rules and standards. It must: (i) conform to all applicable laws, including intellectual property, privacy and defamation laws, (ii) be appropriate in the context of the general purposes of the Site; (ii) not be vulgar, derogatory, obscene, pornographic, patently offensive, defamatory hateful, abusive or promote racism or discrimination of any kind; (iii) not provide personal information, or solicit such information from any other user of the Site; (iv) not involve or result in the transmission of junk e-mail, unsolicited mass e-mailings, “spamming,” “spimming” or “phishing;” (v) not transmit or distribute any potentially harmful programs such as Trojan horses, worms, viruses, spyware or any malicious software or code; and (vi) not contain any material or images owned by any other person or entity unless you have obtained all necessary rights, licenses and permissions needed to post the material and have it used as contemplated by these Terms of Use.

 

User Content License  

After posting your User Content on or through the Website, you will continue to retain all ownership rights in such User Content except as specifically set forth herein. However, by posting any User Content on or through the Website, you hereby agree to abide by the Terms of Use and grant to MomoLab absolutely and without any restriction or limitation whatsoever, a perpetual, irrevocable, nonexclusive, worldwide, royalty-free, fully paid, sublicensable (through multiple tiers) and transferable license to use, adapt, modify, publicly perform, publicly display, publish, republish, copy, broadcast, transmit, reproduce, edit, distort, aggregate, translate, reformat, prepare derivative works based upon, distribute and otherwise exploit such User Content, in whole or in part and in any media now known or hereafter developed, in connection with the Website and the promotion and marketing of the Website and of MomoLab and its related entities (collectively, the “Services”), and irrevocably waive any and all moral rights (howsoever known) you may have in such User Content and/or consent to MomoLab (or any of its nominees, licensees or successors) engaging in conduct which may infringe any moral rights in your User Content, and warrant to MomoLab that a license and consent on these same terms has been obtained from any third party who owns copyright in, or was a creator of all or part of, such content. You also hereby grant each user a non-exclusive license to access your User Content through the Website, and to use, reproduce, transmit, distribute, display and perform such User Content as permitted by these Terms of Use. Further, you understand and agree that MomoLab may retain, but not display, distribute or perform, server copies of User Content that has been deleted or removed. You understand that MomoLab performs technical functions necessary to offer the Website and its Services, including but not limited to transcoding and/or reformatting content to allow its use through the Website. You agree that you will make no commercial use of any User Content obtained through this Site, without the express written agreement of MomoLab.

You represent and warrant that:

(a) You own or otherwise control all of the rights to the content or material that you post on or through the Website.

(b) The content or material that you post on or through the Website:

  • Is accurate and truthful;
  • Does not breach these Terms of Use or any other applicable policies or guidelines communicated to you by or on behalf of MomoLab;
  • Will not cause injury to any person or entity (including that the content or material is not defamatory).

Copyright Infringement - Notice and Take-Down Policy


MomoLab values intellectual property and respects the intellectual property rights of others, and will remove materials on its Website that infringe the copyrights of others. If you believe that your copyrighted material has been infringed by material contained on this Website, then pursuant to Title 17, United States Code, § 512, you may notify MomoLab's Designated Agent in writing as follows:

 

Name of Designated Agent: Copyright Administrator Marguerite Mariscal

Address:

MomoLab LLC

c/o Momo Holdings, LLC

60 E. 11th Street, 5th Floor

New York, New York 10003

Telephone number: (212) 228-0031

Electronic Mail Address: copyright@momofuku.com

In your notice, you must include the following:

(i) a physical or electronic signature of the owner of an exclusive right that is being infringed or of a person authorized to act on behalf of such owner;

(ii) identification of the copyrighted work(s) that is (are) allegedly being infringed;

(iii) identification of the materials that are causing the infringement and that are to be removed, along with sufficient information to allow MomoLab to locate such materials;

(iv) contact information (i.e., name, address, email address) sufficient to enable MomoLab to contact you;

(v) a statement to the effect that you have a good faith belief that the complained of use of the material was not authorized by the owner of the copyright, its agent or the law; and

(vi) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly being infringed.

 

Additional/Different Terms

Certain pages or sections of this Website may contain Terms of Use of use which are in addition to or different from these Terms of Use. In the event that there is a conflict between such additional or different Terms of Use of use and these Terms of Use, the additional or different Terms of Use of use will govern with respect to the specific pages or sections to which they apply.

 

Limitation of Liability and Use Disclaimer

MomoLab endeavors to make sure that all information and data it originates on the Website is accurate. However, MomoLab is not responsible for any damages or loss related to the use of this Website.

THIS WEBSITE, ALL MATERIAL CONTAINED ON THIS WEBSITE, AND ALL LINKS OR OTHER ITEMS RELATED THERETO ARE TRANSMITTED AND DISTRIBUTED "AS IS" AND TO THE FULLEST EXTENT PERMITTED AT LAW WITHOUT GUARANTEES, REPRESENTATIONS, WARRANTIES AND/OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED (BY STATUTE OR OTHERWISE), INCLUDING, WITHOUT LIMITATION, THAT THE WEBSITE AND/OR ITS FEATURES AND FUNCTIONS WILL BE AVAILABLE FOR USE OR WORK AS DESCRIBED. THERE ARE NO GUARANTEES, REPRESENTATIONS, WARRANTIES AND/OR CONDITIONS REGARDING TITLE, SECURITY, ACCURACY, ACCEPTABLE QUALITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE WEBSITE OR THE MATERIALS CONTAINED HEREON. ANY INFORMATION CONTAINED WITHIN OR ON THIS WEBSITE IS SUBJECT TO AMENDMENT, REVISION OR UPDATING. MOMOLAB RESERVES THE RIGHT TO SUSPEND OR WITHDRAW ACCESS TO THE PAGES OF THIS WEBSITE WITHOUT NOTICE AT ANY TIME AND TO THE FULLEST EXTENT PERMITTED AT LAW, ACCEPTS NO RESPONSIBILITY FOR THESE PAGES NOT BEING AVAILABLE AT ALL TIMES. IN ANY EVENT, MOMOLAB'S ENTIRE LIABILITY (IF REQUIRED BY APPLICABLE LAW) SHALL BE LIMITED, AT MOMOLAB'S ELECTION, TO THE RESUPPLYING OF THE RELEVANT SERVICES OR PAYMENT OF THE COST OF HAVING THE SERVICES RESUPPLIED ("THE SAVINGS CLAUSE").

NEITHER MOMOLAB (INCLUDING ITS OFFICERS, DIRECTORS, AGENTS AND EMPLOYEES) NOR ANY PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE, SHALL BE LIABLE FOR ANY ALLEGED DAMAGE OR INJURY WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY COMPENSATORY, PUNITIVE, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT, SPECIAL AND/OR ANY OTHER DAMAGES THAT RESULT FROM YOUR USE OR INABILITY TO USE OR ACCESS THIS WEBSITE OR FROM ANY MATERIALS CONTAINED HEREON OR FROM ANY COMPUTER VIRUS, MALFUNCTION OR OTHER FAILURE. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, IN WHICH CASE THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

MOMOLAB MAKES NO GUARANTEES, WARRANTIES, REPRESENTATIONS
OR CONDITIONS ABOUT THE ACCURACY OR SUITABILITY FOR ANY PURPOSE OF THE SITE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND TO THE FULLEST EXTENT PERMITTED BY LAW ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (I) MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER FROM ACCESS TO, REPRODUCTION, DISTRIBUTION AND/OR USE OF THIS WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO, REPRODUCTION, DISTRIBUTION OR USE OF, MOMOLAB’S SECURE SERVER AND/OR ANY PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREON, (IV) ANY INTERRUPTION OF OR CESSATION OF THE SITE, (V) ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE WHICH MAY BE TRANSMITTED VIA THE SITE AND/OR BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR ANY LOSS OF TRANSMITTED INFORMATION OR DATA, OR DAMAGE THAT IS THE RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE BY OR THROUGH THE WEBSITE.

MomoLab is not responsible for any damages or loss related to your reliance on any outdated version of these Terms of Use, including, but not limited, to any outdated version of our Privacy Policy.

Certain jurisdictions prohibit the limitation of liability for certain types of damages or prohibit waivers against future fraud, and accordingly, such limitations or waivers may not apply to you. In such jurisdictions, MomoLab's liability is limited to the greatest extent allowable under applicable law and, if applicable, the Savings Clause.

 

Your Responsibilities

You are responsible for undertaking suitable precautions to scan for computer viruses and maintaining a backup of all data and/or equipment.

By having clicked your acceptance of these Terms of Use and/or using this Website, you agree that you will be responsible for maintaining the confidentiality of your password and account information, and that you will restrict access to your computer to avoid disclosure of such. You further agree that you will be responsible for all activity taken under your password and/or account.

Indemnity

You will indemnify MomoLab, and each of its parent, subsidiary and affiliated entities, furnishing entities, officers, directors, members, employees, representatives, licensees, agents, successors, assignees and partners, from and against any and all claims, demands, losses, liabilities, damages, costs and expenses (including but not limited to attorneys’ fees) suffered, incurred or brought against any one or more of them by a third party relating to, or arising from or in connection with: (i) your breach or alleged breach of any of your representations and/or warranties set forth in these Terms of Use; (ii) your use of the Website; and/or (iii) any violation of these Terms of Use. You agree that your representations and warranties, and your obligation to indemnify MomoLab, shall survive beyond any term for which these Terms of Use are in effect.

 

Electronic Communications

When you communicate with MomoLab electronically, via email or otherwise, you consent to receive electronic communications from MomoLab. You agree that all communications (including, but not limited to all notices, agreements and disclosures) provided to you electronically by MomoLab satisfy any legal requirement that such communication be in writing. MomoLab encourages you to retain your own copies of relevant information, however, upon your written request; MomoLab will use commercially reasonable efforts to provide you with a copy of the information you provided to MomoLab when creating your Member account. To make such a request please contact store@momofuku.com.

With respect to all communications you make to or through the Website, including but not limited to feedback, questions, comments, suggestions and the like: (i) you shall have no right to confidentiality in your communications and MomoLab shall have no obligation to protect your communications from disclosure; (ii) MomoLab shall be free to reproduce, use, publish, display, disclose and distribute your communications to others without limitation; and (iii) MomoLab shall be free to use any ideas, concepts, know-how, information, data content or techniques contained in your communications for any purpose whatsoever, including but not limited to the development, production and marketing of products and services that incorporate such information.

 

Acquisition of Business

In the event that MomoLab and/or any of its affiliated entities is involved in a merger, acquisition, consolidation, restructuring, reorganization, liquidation, sale or similar transaction relating to any portion of its business and/or assets, you hereby acknowledge and agree that this Website, all data collected on this Website, and all rights of MomoLab and its affiliated entities hereunder may be included in the assets of, and/or transferred pursuant to, such transaction. If that occurs, MomoLab will post a notice to such effect on this Website.

 

Contact Us

If you have any questions concerning this Website or any of the policies set forth in these Terms of Use, please contact us at:

MomoLab LLC

c/o Momo Holdings, LLC

60 E. 11th Street

New York, New York, 10003

store@momofuku.com


U.S. Export Controls

Software from or related to this Website (the "Software") may be subject to United States export controls or the export controls of other countries from where you access the Site. No Software may be downloaded from the Website or otherwise exported or re-exported in violation of U.S. or other countries' export laws, as applicable. Downloading or using the Software is at your sole risk.

 

Disputes and Governing Law

Use of this Website and these Terms of Use shall be governed by the laws of the State of New York of the United States of America, without regard to its conflict of law provisions. In the event that any portion of these Terms of Use are deemed unenforceable, unlawful or void by a tribunal of competent jurisdiction, in any jurisdiction for any reason, unless narrowed by construction, such portion of these Terms of Use shall, for purposes of such jurisdiction only, be construed as if such invalid, prohibited or unenforceable portion had been more narrowly constructed so as not to be invalid, prohibited or unenforceable (or if such provision cannot be drawn narrowly enough, the tribunal making any such determination shall have the power to modify such portion of these Terms of Use to the extent necessary to make such portion of these Terms of Use enforceable in such jurisdiction, and such portion shall then be applicable in such modified form in such jurisdiction). If, notwithstanding the foregoing, any such portion of these Terms of Use would be held to be invalid, prohibited or unenforceable in any jurisdiction for any reason, such portion, as to such jurisdiction only, shall be ineffective to the extent of such invalidity, prohibition or unenforceability, without invalidating the remaining provisions set forth in these Terms of Use. No narrowed construction, modification or invalidation of any portion of the Terms of Use shall affect the construction, validity or enforceability of such portion in any other jurisdiction. No waiver by MomoLab of any term or condition of these Terms of Use shall be deemed a further or continuing waiver of such term or condition or of any other term or condition, and MomoLab’s failure to assert any right or demand compliance with any provision of these Terms of Use shall not be deemed to constitute a waiver of any such right or provision.

Except where prohibited by law, as a condition of you clicking acceptance of these Terms of Use and/or accessing and/or using this Website, you agree that (1) any and all disputes and causes of action arising out of or connected with this Website shall be resolved individually, without resort to any form of class action, and exclusively by final and binding arbitration in New York within one year from the date that the cause of action arose (or, if multiple cause of actions are involved, from the date that the first cause of action arose), with such arbitration conducted pursuant to the then-prevailing rules of the American Arbitration Association; and (2) judgment upon such arbitration award may be entered in any court having jurisdiction. To the fullest extent permitted by law, no arbitration brought pursuant hereto shall be joined to any other action or arbitration.

To the fullest extent permitted at law, under no circumstances will you be permitted to obtain an award for, and by accessing and/or using the Site you waive all rights to claim, punitive, incidental, consequential or any other damages (including multiplied and/or increased damages and/or attorneys' fees and court costs) for, any dispute or cause of action that you may have that relates in whole or part to this Website and/or the Materials. Notwithstanding anything to the contrary set forth in these Terms of Use or otherwise, your recovery with respect to any and all claims, judgments, and awards for which you are entitled shall, to the fullest extent permitted at law, be limited to your actual out-of-pocket costs incurred, excluding attorneys’ fees and court costs. 

Notwithstanding anything to the contrary set forth in these Terms of Use, MomoLab may at any time seek injunctive or other appropriate relief against you and/or against others, in any state or federal court in the state of New York and/or in any other court chosen by MomoLab, in the event that MomoLab believes that there is a violation, or a threatened violation, of any of MomoLab’s intellectual property rights and, in such case, you hereby consent to the exclusive jurisdiction and venue of such court.

 

Trademarks

MOMOFUKU, MOMOFUKU MILK BAR, HOZON, BONJI and all related marks are trademarks of MomoIP LLC.

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